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EX-3.1 - Entegra Financial Corp.e17425_ex3-1.htm

UNITED STATES

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 31, 2017  

 

 

Entegra Financial Corp.

(Exact name of registrant as specified in its charter)

 

 

 

         
North Carolina   001-35302   45-2460660

(State or other jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

14 One Center Court, Franklin, North Carolina 28734

(Address of principal executive offices) (Zip Code)

 

(828) 524-7000

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

 

 

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 230.425)

 

¨ 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))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

 

Emerging growth company  þ 

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

 

 

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INDEX

 

    Page
     
Item 5.03 – Amendments to Articles of Incorporation or Bylaws   3
     
Item 9.01 – Financial Statements and Exhibits   3
     
Signatures   4

  

 

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ITEM 5.03AMENDMENTS TO ARTICLES OF INCORPORATION OR BYLAWS; CHANGES IN FISCAL YEAR.

 

On August 31, 2017, the Board of Directors of Entegra Financial Corp. (the “Company”) amended the Company’s Bylaws to provide that, unless the Company consents in writing to another forum, the sole and exclusive forum for certain types of legal actions brought against or on behalf of the Company must be a state court located within the City of Franklin in Macon County, North Carolina (or, if no state court located within the State of North Carolina has jurisdiction, the United States District Court for the Western District of North Carolina). This summary of the material provisions of the amendment is qualified in its entirety by reference to Article 10 of the Company’s Amended and Restated Bylaws, a copy of which is filed as Exhibit 3.1 to this Report and incorporated herein by reference.

 

 

ITEM 9.01FINANCIAL STATEMENTS AND EXHIBITS.

 

(d) Exhibits.

 

Exhibit No. Description of Exhibit
   
Exhibit 3.1 Amended and Restated Bylaws of Entegra Financial Corp.

 

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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.

 

 

 

 

Dated: September 1, 2017

ENTEGRA FINANCIAL CORP.

 

 

 

By: /s/ David A. Bright

David A. Bright

Chief Financial Officer

 

 

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