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FCCY > SEC Filings for FCCY > Form 8-K on 24-Mar-2014All Recent SEC Filings

Show all filings for 1ST CONSTITUTION BANCORP



Material Modification to Rights of Security Holders, Other Events, Finan

Item 3.03 Material Modification to Rights of Security Holders.

On March 20, 2014, the Board of Directors (the "Board") of 1st Constitution Bancorp (the "Company") determined to allow the expiration of its existing stockholder rights plan in accordance with its terms without extension or replacement. The rights plan is represented by the Rights Agreement dated as of March 18, 2004 (the "Rights Agreement"), between the Company and Registrar and Transfer Company, as rights agent, which provides for an expiration date of 5:00
p.m. (New York City time) on March 29, 2014 (the "Expiration Date"). Pursuant to the Rights Agreement, each share of the Company's common stock has attached to it one Right (as defined in the Rights Agreement), representing the right to purchase one/one-hundredth of a share of series of the Company's preferred stock designated as Series A Junior Participating Preferred Stock for a purchase price of $142.00 per one/one-hundredth of a share, subject to adjustment, under certain circumstances specified in the Rights Agreement. As a result of the Board's determination, on the Expiration Date, the Rights shall expire by their terms, be of no further force and effect, and no longer be outstanding and shall not be exercisable. Stockholders do not have to take any action as a result of this termination and this action will have no effect on the Company's common stock.

The foregoing summary description of the Rights Agreement do not purport to be complete and is qualified in its entirety by reference to the full text of the Rights Agreement, a copy of which was filed as Exhibit 4.5 to the Company's Form 8-A filed with the Securities and Exchange Commission on March 18, 2004, and is incorporated herein by reference.

Item 8.01 Other Events.

On March 24, 2014, the Company issued a press release announcing the expiration of the Rights Agreement. A copy of that press release is filed as Exhibit 99.1 to this Current Report and incorporated herein by this reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

99.1 Press Release of 1st Constitution Bancorp, dated March 24, 2014

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