================================================================================
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 [Fee Required]
For the fiscal year ended September 30, 1998
OR
|_| TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 [No Fee Required]
Commission file number 0-27716
YONKERS FINANCIAL CORPORATION
(Exact Name of Registrant as Specified in its Charter)
Delaware 13-3870836
- -------------------------------- --------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
6 Executive Plaza, Yonkers, New York 10701
- ---------------------------------------------- --------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (914) 965-2500
--------------
Securities Registered Pursuant to Section 12(b) of the Act:
None
Securities Registered Pursuant to Section 12(g) of the Act:
Common Stock, par value $0.01 per share
---------------------------------------
(Title of Class)
Indicate by check mark whether the Registrant (1) filed all reports
required to be filed by Section 13 or 15(d) of the Exchange Act during the past
twelve months (or for such shorter period that the Registrant was required to
file such reports), and (2) has been subject to such requirements for the past
90 days. YES |X| NO |_|
Indicate by check mark if there is no disclosure of delinquent filers in
response to Item 405 of Regulation S-K contained in this form, and no disclosure
will be contained, to the best of Registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form 10-K
or any amendment to this Form 10-K. |_|
As of December 21, 1998, there were issued and outstanding 2,726,239
shares of the Registrant's Common Stock. The aggregate market value of the
voting stock held by non-affiliates of the Registrant, computed by reference to
the closing price of such stock on the Nasdaq National Market as of December 21,
1998, was approximately $38.2 million. (The exclusion from such amount of the
market value of the shares owned by any person shall not be deemed an admission
by the Registrant that such person is an affiliate of the Issuer.)
DOCUMENTS INCORPORATED BY REFERENCE
PARTS II and IV of Form 10-K--Annual Report to Stockholders for the fiscal year
ended September 30, 1998.
PART III of form 10-K--Proxy statement for the Annual Meeting for the fiscal
year ended September 30, 1998.
================================================================================
<PAGE>
PART IV
Item 14. Exhibits, Financial Statement Schedules and Reports on Form 8-K
(a)(1) Financial Statements
The following information appearing in the Company's 1998 Annual Report to
Stockholders is herein incorporated by reference
Item Pages in Annual Report
- --------------------------------------- ----------------------
Independent Auditors' Report Page 27
Consolidated Balance Sheets as of September 30, 1998 Page 28
and 1997
Consolidated Statements of Income for the Years Page 29
Ended September 30, 1998, 1997 and 1996
Consolidated Statements of Changes in Stockholders' Page 30
Equity for the Years Ended September 30, 1998, 1997
and 1996
Consolidated Statements of Cash Flows for the Years Page 31
Ended September 30, 1998, 1997 and 1996
Notes to Consolidated Financial Statements Pages 32 through 54
(a)(2) Financial Statement Schedules
All financial statement schedules have been omitted as the required
information is not applicable or has been included in the Consolidated Financial
Statements.
50
<PAGE>
(a)(3) Exhibits
<TABLE>
<CAPTION>
Sequential page
Reference to Number Where
Prior Filing Attached Exhibits
Regulation S-K or Exhibit are located in this
Exhibit Number Attached Form 10-K
Number Document Hereto Report
------ -------- ------ ------
<S> <C> <C> <C>
3(a) Certificate of Incorporation * Not applicable
3(b) By-Laws * Not applicable
4 Instruments defining the rights * Not applicable
of security holders including
debentures
9 Voting Trust Agreement None Not applicable
10 Material Contracts
10.1 Management Recognition Plan * Not applicable
10.2 Stock Option and Incentive Plan * Not applicable
10.3 Employment Contract with 10.3
Richard F. Komosinski dated June
30, 1998
10.4 Change-in-Control Severence Agreement 10.4
with Joseph L. Macchia dated
June 30, 1998
10.5 Change-in-Control Severence Agreement 10.5
with Joseph D. Roberto dated
June 30, 1998
10.6 Change-in-Control Severence Agreement 10.6
with Philip Guarnieri
11 Statement re: computation of per share Not required Not applicable
earnings
12 Statement re: computation of ratios Not required Not applicable
13 Annual Report to Security Holders 13
16 Letter re: change in certifying None Not applicable
accountants
18 Letter re: change in accounting None Not applicable
principles
19 Previously unfiled documents None Not applicable
21 Subsidiaries of Registrant 21
22 Published report regarding matters None Not applicable
submittedto vote of security holders
23 Consents of Experts and Counsel 23
24 Power of Attorney Not required Not applicable
27 Financial Data Schedule 27
28 Information from reports furnished to None Not applicable
state insurance regulatory authorities
99 Additional Exhibits None Not applicable
</TABLE>
- ----------
* Filed as exhibits to the Company's Form S-1 registration statement filed
on December 29, 1995 (File No. 33- 81013) pursuant to Section 5 of the
Securities Act of 1933, as amended. All of such previously filed documents
are hereby incorporated herein by reference in accordance with Item 601 of
Regulation S-K.
(b) Reports on Form 8-K
During the quarter ended September 30, 1998, a Form 8-K was filed by the
Holding Company relating to a By-Law amendment.
51
<PAGE>
SIGNATURES
Pursuant to the requirements of Section 15(d) of the Securities Exchange
Act of 1934, the Registrant has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.
YONKERS FINANCIAL CORPORATION
By: /s/ Richard F. Komosinski
-------------------------------------
Richard F. Komosinski, President,
Chief Executive Officer and Director
(Duly Authorized Representative)
Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following persons in the capacities and on the
dates indicated.
/s/ Richard F. Komosinski /s/ William G. Bachop
- ----------------------------------- -----------------------------------------
Richard F. Komosinski, President, William G. Bachop, Chairman
Chief Executive Officer and
Director (Principal Executive and
Operating Officer)
Date: February 11, 1999 Date: February 11, 1999
----------------------------- -----------------------------------
/s/ Michael J. Martin /s/ Charles D. Lohrfink
- ----------------------------------- -----------------------------------------
Michael J. Martin, Director Charles D. Lohrfink, Director
Date: February 11, 1999 Date: February 11, 1999
----------------------------- -----------------------------------
/s/ Donald R. Angelilli /s/ Eben T. Walker
- ----------------------------------- -----------------------------------------
Donald R. Angelilli, Director Eben T. Walker, Director
Date: February 11, 1999 Date: February 11, 1999
----------------------------- -----------------------------------
/s/ P. Anthony Sarubbi /s/ Joseph D. Roberto
- ----------------------------------- -----------------------------------------
P. Anthony Sarubbi, Director Joseph D. Roberto, Vice President,
Treasurer and Chief Financial Officer
(Principal Financial and Accounting
Officer)
Date: February 11, 1999 Date: February 11, 1999
----------------------------- -----------------------------------
52
