Filing of Certain Prospectuses and Communications in Connection With Business Combination Transactions (425)

 

 

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): October 30, 2013

 

 

CROGHAN BANCSHARES, INC.

(Exact name of registrant as specified in its charter)

 

 

0-20159

(Commission File Number)

 

OHIO		31-1073048
(State or other jurisdiction of incorporation)		(IRS Employer Identification No.)

 

323 CROGHAN STREET, FREMONT, OHIO		43420
(Address of principal executive offices)		(Zip Code)

[phone]

(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:

 

x	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))

 

 

 

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Item 2.02.

Results of Operations and Financial Condition.

Croghan Bancshares, Inc. (“Croghan”) is mailing to its shareholders a newsletter (the “Shareholder Newsletter”) containing financial highlights for the nine-month period ended September 30, 2013. A copy of the Shareholder Newsletter is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

 

Item 8.01.

Other Events.

The Shareholder Newsletter attached hereto as Exhibit 99.1 also contains information regarding the proposed merger with Indebancorp and the Special Meeting of Shareholders to be held on November 19, 2013 for the purpose of considering and voting upon the merger.

 

Item 9.01.

Financial Statements and Exhibits.

 

(a)

Not applicable

 

(b)

Not applicable

 

(c)

Not applicable

 

(d)

Exhibits:

 

Exhibit No.		Description
99.1		Newsletter to shareholders of Croghan Bancshares, Inc.

 

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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.

 

				CROGHAN BANCSHARES, INC.
Date: October 30, 2013				By:		/s/ Kendall W. Rieman
						Kendall W. Rieman, Treasurer

 

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INDEX TO EXHIBITS

Current Report on Form 8-K

Dated October 30, 2013

 

Exhibit No.		Description
99.1		Newsletter to shareholders of Croghan Bancshares, Inc.

 

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