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EX-3.1 - PSB EXHIBIT 3.1 - PSB HOLDINGS INC /WI/ | psbexa.htm |
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_________________________
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
_________________________
Date of Report (date of earliest event reported): August 8, 2013
PSB HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
WISCONSIN
0-26480
39-1804877
(State or other
(Commission File
(IRS Employer
jurisdiction of
Number)
Identification
incorporation)
Number)
1905 STEWART AVENUE
WAUSAU, WI 54401
(Address of principal executive offices, including Zip Code)
(715) 842-2191
Registrants telephone number, including area code
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
£
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 23.425)
£
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
£
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
£
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
INFORMATION TO BE INCLUDED IN THE REPORT
Item 5.03.
Amendment to Articles of Incorporation or Bylaws; Change in Fiscal Year
On August 8, 2013, PSB Holdings, Inc. (the Company) filed an amendment to its Second Amended and Restated Articles of Incorporation in order to increase the authorized common stock of the Company to 6 million shares from 3 million shares. The amendment was previously approved by the Companys shareholders at the Companys most recent annual meeting of shareholders. The increase in the number of authorized shares of common stock will, provide additional shares for future stock splits or stock dividends, the issuance of stock in connection with employee stock option and other employee benefit plans that may be adopted in the future, possible acquisitions, and for other general corporate purposes. The Companys board of directors has no present intention to issue any additional common stock pursuant to any plan that is not now in effect. In addition, the Company has no present intention to acquire any other business or entity in exchange for stock, and there are no other commitments for the issuance of additional common stock at this time other than pursuant to annual discretionary restricted stock awards as determined by the Companys Board of Directors.
The amendment to the Companys Second Amended and Restated Articles of Incorporation are attached as Exhibit 3.1 and are incorporated herein by reference.
Item 9.01
Financial Statements and Exhibits
Exhibit 3.1
Articles of Amendment to Second Amended and Restated Articles of Incorporation of PSB Holdings, Inc., dated as of August 8, 2013
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
PSB HOLDINGS, INC.
Date: August 14, 2013
By: SCOTT M. CATTANACH
Scott M. Cattanach
Treasurer
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EXHIBIT INDEX
to
FORM 8-K
of
PSB HOLDINGS, INC.
Dated August 8, 2013
Pursuant to Section 102(d) of Regulation S-T
(17 C.F.R. Section 232.102(d))
Exhibit 3.1
Articles of Amendment to Second Amended and Restated Articles of Incorporation of PSB Holdings, Inc., dated as of August 8, 2013
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