UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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 30, 2008
ESSA BANCORP, INC.
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(Exact name of Registrant as specified in its charter)
Pennsylvania 001-33384 20-8023072
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(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation) File Number) Identification No.)
200 Palmer Street, Stroudsburg, PA 18360
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(Address of principal executive offices)
(570)-421-0531
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Registrant's telephone number, including area code
Not Applicable
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(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))
Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(a) Not applicable.
(b) Not applicable.
(c) Not applicable.
(d) Not applicable.
(e) Amended and Restated Employment Agreements. On September 30, 2008, ESSA
Bank & Trust (the "Bank") a wholly-owned subsidiary of ESSA Bancorp, Inc.
(the "Company"), entered into amended and restated employment agreements
with Gary S. Olson, Robert S. Howes, Allan A. Muto, Diane K. Reimer, and V.
Gail Warner (the "Employment Agreements"). The agreements were revised to
comply with the requirements of Section 409A of the Internal Revenue Code.
Supplemental Executive Retirement Plan. On September 30, 2008, the Bank
adopted the Supplemental Executive Retirement Plan (the "Plan"), which
consolidates, supersedes and replaces the individual executive salary
continuation agreements entered into by and between the Bank and Mr. Olson,
Mr. Howes, and Ms. Reimer. The Plan was drafted to comply with the
requirements of Section 409A of the Internal Revenue Code.
Split Dollar Agreements. On September 30, 2008, the Bank and each of Mr.
Olson, Mr. Muto, Mr. Howes, Ms. Reimer and Ms. Warner entered into split
dollar life insurance agreements, effective October 1, 2008. These
agreements pertain to Bank-owned life insurance policies which have been in
place for several years. Accordingly, we will not incur any additional
expense as a result of entering into the agreements.
Item 9.01. Financial Statements and Exhibits.
(a) Financial Statements of Businesses Acquired: None
(b) Pro Forma Financial Information: None
(c) Shell company transactions: None
(d) Exhibits:
Exhibit Number Description
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Exhibit 10.1 Amended and Restated Employment
Agreement for Gary S. Olson
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Exhibit 10.2 Amended and Restated Employment
Agreement for Robert S. Howes
Exhibit 10.3 Amended and Restated Employment
Agreement for Allan A. Muto
Exhibit 10.4 Amended and Restated Employment
Agreement for Diane K. Reimer
Exhibit 10.5 Amended and Restated Employment
Agreement for V. Gail Warner
Exhibit 10.6 Supplemental Executive Retirement Plan
Exhibit 10.7 Endorsement Split Dollar Life
Insurance Agreement for Gary S. Olson
Exhibit 10.8 Endorsement Split Dollar Life
Insurance Agreement for Robert S. Howes
Exhibit 10.9 Endorsement Split Dollar Life
Insurance Agreement for Allan A. Muto
Exhibit 10.10 Endorsement Split Dollar Life
Insurance Agreement for Diane K. Reimer
Exhibit 10.11 Endorsement Split Dollar Life
Insurance Agreement for V. Gail Warner
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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.
ESSA BANCORP, INC.
Date: 9/30/2008 By: /s/ Gary S. Olson
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Gary S. Olson
President and Chief Executive Officer
(Duly Authorized Representative)
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