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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) December 16, 1996
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First Western Bancorp, Inc.
(Exact name of registrant as specified in its charter)
Commission file number 0-13882
Pennsylvania 25-1461570
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
101 East Washington Street, New Castle, Pennsylvania 16101
(Address of principal executive offices) (Zip Code)
Registrant's telephone number including area code: (412) 652-8550<PAGE>
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Item 5. Other Events
On December 16, 1996, Robert N. Chambers, 70, submitted his
resignation from First Western's Board of Directors effective
immediately for personal reasons. He had previously planned on
retiring from the Board as of the next Annual Meeting, but
determined that an earlier resignation was in the best interest of
the Board due to his scheduled travel in the next few months. Mr.
Chambers served as a Board member of First Western or its
predecessor, First National Bank of Western Pennsylvania, since
1962. John R. McKinley, 45, also tendered his resignation from
First Western's Board of Directors, effective December 17, 1996,
for personal reasons, primarily to spend more time managing his
growing restaurant business. Mr. McKinley has served on the Board
since 1986 and was Chairman of First Western from April 1995 until
April 1996. The Board's size is presently twelve members after
these two resignations.
On December 18, 1996, First Western's Board of Directors
authorized the extension of its existing common stock repurchase
program through December 31, 1997. The Board resolution provides
for the repurchase of stock on the open market or in privately
negotiated transactions from time to time at market prices, up to
a maximum of 285,000 shares or approximately 3.75% of the Company's
7.6 million currently outstanding shares. The repurchased stock
will be used for treasury or for reissuance for employee benefit,
stock option or dividend reinvestment plan purposes. During 1996,
First Western repurchased a total of 170,900 shares for treasury
and employee benefit plan or dividend reinvestment plan purposes.
A copy of the press release announcing these events is
attached hereto as Exhibit 99.1 and is incorporated by reference
herein in its entirety.
Item 7. Financial Statements and Exhibits
(a) Financial Statements: None.
(b) Exhibits:
99.1 Press Release Announcing Extension of Stock
Repurchase Program, Director Resignations
and New Beaver County Market President.<PAGE>
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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, thereunto duly authorized.
First Western Bancorp, Inc.
(Registrant)
January 17, 1997 /s/ Robert H. Young
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Robert H. Young
Executive Vice President-
Chief Financial Officer,
Secretary and Treasurer
(Principal Financial Officer)
<PAGE>
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First Western Bancorp, Inc.
Exhibits to Form 8-K
For the Current Report Dated December 16, 1996
Exhibit Index
<TABLE>
<CAPTIONS>
Exhibit Method of
Number Description Filing
- ------- ----------- ---------
<C> <C> <C>
99.1 Press Release Announcing Extension Filed
of Stock Repurchase Program, Herewith
Director Resignations and New
Beaver County Market President
</TABLE>
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101 East Washington Street First Western
P.O. Box 1488 Bancorp, Inc.
New Castle, PA 16103-1488
Telephone: (412) 652-8550
Fax: (412) 652-0246
Contact: Robert H. Young
Executive Vice President - Chief Financial Officer
Secretary and Treasurer
First Western Bancorp, Inc,
652-8550
January 7, 1997
FOR IMMEDIATE PUBLICATION
FIRST WESTERN BANCORP, INC. ANNOUNCES EXTENSION OF STOCK
REPURCHASE PROGRAM, DIRECTOR RESIGNATIONS AND NEW BEAVER
COUNTY MARKET PRESIDENT
(New Castle, PA) First Western Bancorp, Inc. (NASDAQ-FWBI)
today announced that its Board of Directors had authorized the
extension of its existing common stock repurchase program through
December 31, 1997. The resolution provides for the repurchase of
common stock on the open market or in privately-negotiated
transactions from time to time at market prices, up to a maximum
of 285,000 shares or approximately 3.75% of the Company's 7.6
million currently outstanding shares. The repurchased stock will
be used for treasury or for reissuance for employee benefit,
stock option or dividend reinvestment plan purposes, and will be
repurchased with available cash or borrowed funds. During 1996,
the Company repurchased a total of 170,900 shares for treasury
and employee benefit plan or dividend reinvestment plan purposes.
In addition, the Company announced that it had received two
director resignations recently. On December 16, 1996, Robert N.
Chambers, 70, New Castle submitted his resignation effective
immediately for personal reasons. He had previously planned on
retiring from the Board as of the next Annual Meeting, but
determined that an earlier resignation was in the best interests
of the Board due to scheduled travel in the next few months. Mr.
Chambers, a board member of First Western or its predecessor,
First National Bank of Western Pennsylvania since 1962, is a
life-long resident of New Castle, Lawrence County and previously
owned and operated a local car dealership business until his
retirement. John R. McKinley, 45, also tendered his resignation,
effective December 18, 1996, for personal reasons, primarily to
spend more time managing his growing restaurant business. Mr.
McKinley has served on the Board since 1986 and was Chairman of
First Western from April 1995 until April 1996. Mr. McKinley, a
life-long resident of New Wilmington, PA, is President of
Remington's Restaurant Group, a chain of local restaurants. The
Board's size is presently 12 members after these two
resignations.
(MORE)
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101 East Washington Street First Western
P.O. Box 1488 Bancorp, Inc.
New Castle, PA 16103-1488
Telephone: (412) 652-8550
Fax: (412) 652-0246
Thomas J. O'Shane, Chairman, President and CEO stated the
sentiments of the Board in acknowledging their appreciation for
the long service Mr. Chambers had made over the past 32 years, as
well as the especially time-consuming service of Mr. McKinley in
discharging his duties as past Chairman of the Board and several
committees. "First Western has been most fortunate in being able
to attract persons of such caliber to its Board, and we are
indebted to them for their extensive service", stated Mr.
O'Shane.
Finally, First Western announced the hiring of Marcia L.
Shaffer, 50, as of December 30, 1996, as Regional President of
the Beaver County market area. In this new position, Ms. Shaffer
will be First Western's primary representative to the communities
in Beaver County, responsible for business development. She will
be located in the Beaver Community Office of First Western Bank,
N.A. Ms. Shaffer was associated with Mellon Bank for many years,
most recently as a Vice President in private banking.
Previously, she served as their market manager in Beaver County.
Stephen R. Sant, President and CEO of First Western Bank,
N.A., stated "we are very fortunate to have someone of Marcia's
caliber join First Western. Her knowledge of the Beaver County
market and business development skills will be a big help as we
strive to improve our market presence."
First Western Bancorp, Inc., based in New Castle, PA,
employs more than 600 people, and is the parent of First Western
Bank, N.A. a full-service bank; First Western Bank, F.S.B., a
federal savings bank; and First Western Trust Services Co., a
full-service trust company. First Western's 42 community banking
offices are located in seven western Pennsylvania counties
(Lawrence, Mercer, Beaver, Erie, Allegheny, Venango and Butler)
and two northeastern Ohio counties (Ashtabula and Lake).
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