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): September 6, 2013
STANDARD FINANCIAL CORP.
(Exact Name of Registrant as Specified in its Charter)
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Maryland |
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001-34893 |
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27-3100949 |
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(State or Other Jurisdiction |
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(Commission File No.) |
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(I.R.S. Employer |
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2640 Monroeville Boulevard, Monroeville, Pennsylvania |
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15146 |
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(Address of Principal Executive Offices) |
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(Zip Code) |
Registrant’s telephone number, including area code: 412-856-0363
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 (see General Instruction A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 3.01 |
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Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing |
On September 6, 2013, Standard Financial Corp. (the “Company”) notified The Nasdaq Stock Market LLC (“Nasdaq”) of its intent to voluntarily file a Form 25 with the Securities and Exchange Commission on September 16, 2013 to effect the delisting of the Company’s common stock from the Nasdaq Capital Market and the deregistration of the Company’s common stock under Section 12(b) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The Company expects that the delisting from Nasdaq will be effective as of September 26, 2013.
Upon delisting from Nasdaq, the Company expects that the Company’s common stock will be quoted by market makers on the OTCQB. Following the delisting from Nasdaq, the Company intends to file a Form 15 with the SEC to suspend its duty to file reports under Section 13 and 15(d) of the Exchange Act.
A copy of the press release, dated September 6, 2013, announcing the Company’s intention to delist and deregister the Company’s common stock is included as Exhibit 99.1 and is incorporated herein by reference.
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Item 9.01 |
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Financial Statements and Exhibits |
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(a) |
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Financial statements of businesses acquired. Not Applicable. |
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(b) |
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Pro forma financial information. Not Applicable. |
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(c) |
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Shell company transactions: Not Applicable. |
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(d) |
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Exhibits. |
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The following Exhibit is attached as part of this report: |
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99.1 Press release dated September 6, 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.
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STANDARD FINANCIAL CORP. |
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DATE: September 6, 2013 |
By: |
/s/ Timothy K. Zimmerman |
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Timothy K. Zimmerman |
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President and Chief Executive Officer |