BSB BANCORP INC
8-K, 2000-02-15
STATE COMMERCIAL BANKS
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<PAGE>

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 8-K
                                 CURRENT REPORT


                     Pursuant to Section 13 or 15(d) of the
                       Securities and Exchange Act of 1934



       Date of Report (Date of earliest event reported): February 14, 2000


                                BSB BANCORP, INC.
             -------------------------------------------------------
             (Exact name of registrant as specified in its charter)



          Delaware                     0-17177                 16-1327860
- ------------------------------    -----------------         -----------------
(State or other jurisdiction         (Commission              (IRS Employer
      of incorporation)               File Number)          Identification No.)



                58-68 Exchange Street, Binghamton, New York 13901
   --------------------------------------------------------------------------
                    (Address of principal executive offices)


       Registrant's telephone number, including area code: (607) 779-2525


                                 Not Applicable
          ------------------------------------------------------------
          (Former name or former address, if changed since last report)
<PAGE>

Item 5.    Other Events.
           -------------

     BSB Bancorp, Inc. issued a press release on February 14, 2000 announcing
changes in its senior management. That press release is attached at Exhibit 99.

Item 7.    Financial Statements and Exhibits.
           ---------------------------------

(a)        Not applicable.


(b)        Not applicable.


(c)        Exhibits.


99         Press release
<PAGE>

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.

                                                   BSB BANCORP, INC.
                                                   ----------------------------
                                                   (Registrant)


                                                   /s/ Thomas L. Thorn
                                                  -----------------------------
                                                   Thomas L. Thorn
                                                   Acting President and
                                                   Chief Executive Officer

Date: February 15, 2000
<PAGE>

EXHIBIT INDEX


99  Press release

<PAGE>

                                                                     Exhibit 99



BSB Bancorp, Inc.
58-68 Exchange Street
Binghamton, NY  13902
- -------------------------------------------------------------------------------
                                               For Further Information Contact:

                                                               Thomas L. Thorn
                                  Acting President and Chief Executive Officer
                                                                (607) 779-2584
                                                               www.bsbbank.com

                         BSB Bancorp's DePersis Retires

February 14, 2000: BSB Bancorp, Inc. (Nasdaq:BSBN) today announced the
retirement of its president and chief executive officer, Alex S. DePersis, and
other changes in its senior management and Board of Directors. All of the
changes are effective immediately and also apply to the management and Board of
BSB Bancorp's subsidiary, BSB Bank & Trust Co.

Mr. DePersis, who also retired from the Board of Directors, stated, "For 15
years it has been a wonderful experience at BSB. We have transformed a former
traditional mutual thrift institution into the leading dynamic bank of the
southern tier of New York. We have also positioned BSB for substantial growth in
central New York. I am proud to have been part of that process and to leave such
a strong foundation upon my retirement from BSB."

William C. Craine, a director of BSB Bancorp since 1976, was elected Chairman of
the Board. Mr. Craine has been a member of a number of board committees of the
company and has served as Chairman of the Executive Committee since 1997. He is
Chairman of Granite Capital Holdings Inc, the parent company of Mang Group,
Mirabito Fuel and Riddell Brothers, Inc. Craine is also a member of the board of
directors of Preferred Mutual Insurance Company.

"Alex has served BSB Bank & Trust in many capacities during the past 15 years,"
Mr. Craine noted. "During his tenure as chief executive officer, he provided
vision that was instrumental in the success of a number of initiatives. Foremost
among them, the company has significantly expanded its commercial banking
activities and its market area. His leadership in the acquisition and successful
assimilation of Skaneateles Bancorp, Inc. in 1999 has positioned BSB for
important growth opportunities in central New York State. We thank him for his
many contributions and wish him well."
<PAGE>

Thomas L. Thorn was appointed as an Acting President and Chief Executive
Officer. Mr. Thorn will serve in this temporary capacity until a search
committee appointed by the Board of Directors finds a permanent replacement for
the position. Mr. Thorn has been a director of BSB Bancorp since 1995 and is
currently a member of the Executive Committee and Chairman of the Audit
Committee. Mr. Thorn is co-founder and former Executive Vice President of
Diamond Page International Corp., a leasing company.

Mr. Craine also stated, "We are very fortunate to have a superior senior
management team which will continue to provide leadership through this
transition. In addition, Mr. Thorn brings to BSB his business and financial
background as we determine who to appoint as the new president and chief
executive officer."

Craine indicated that the Board of Directors would begin its search immediately
and that the Board was committed to completing its work as quickly as possible.

Mr. Thorn said "We have a strong executive management team in place at BSB, with
a track record of high achievement. They are committed to the continuing
implementation of the sound strategic programs already in place. I am confident
that our entire organization will continue to perform at a high level during
this process. We have talented and dedicated employees throughout our company.
I, and the rest of the Board, look forward to working with them to achieve the
goals we have established for BSB in 2000. I am confident that our performance
will justify the continued support of our customers and shareholders."

BSB Bancorp, Inc., with $2.2 billion in assets as of January 2000, is the
holding company of BSB Bank & Trust Co. BSB Bank & Trust offers full service
business and retail banking services throughout southern and central New York
State. BSB Bancorp, Inc. and BSB Bank & Trust Co. are headquartered in
Binghamton, New York and conduct business in Broome, Tioga, Chenango, Chemung,
Onondaga and Oswego Counties, and adjacent areas in New York State.


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