Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in
Fiscal Year

On December 20, 2012, BCB Bancorp, Inc. amended its Restated Certificate of Incorporation to include a new Article V, Part (C ) which establishes a Series A 6% Noncumulative Perpetual Preferred Stock and sets forth the number of shares to be included in such series, and to fix the designation, powers, preferences, and rights of the shares of each such series and any qualifications, limitations or restrictions thereof. Such amendment to the Restated Certificate of Incorporation was approved by the directors of BCB Bancorp, Inc. on October 10, 2012.

Item 9.01 Financial Statements and Exhibits

(a) Financial Statements of Business Acquired: None
(b) Pro Forma Financial Information: None
(c) Shell company transactions: None
(d) Exhibits:
3.1 Certificate of Amendment to the Restated Certificate of Incorporation.

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