<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report: March 25, 1998
(Date of earliest event reported)
FC BANC CORP.
--------------------------------
(Exact name as specified in its charter)
Ohio 0-25616 34-17178070
----------------------------------------------------------------------
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
105 Washington Square, Box 567, Bucyrus, Ohio 44820-0567
-------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (419) 562-7040
-------------
Not Applicable
-----------------------------------------------------------------
(Former name or former address, if changed since last report)
<PAGE>
ITEM 5. OTHER EVENTS.
On March 25, 1998 the Registrant announced that it is commencing a stock
repurchase program to acquire up to 16,050 shares of the Company's
outstanding common stock. The Company currently has approximately 321,188
shares outstanding. For additional information, reference is made to the
Registrant's press release dated March 25, 1998 which is attached hereto as
Exhibit 99.1 and incorporated herein by reference.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION
AND EXHIBITS
Exhibit 99.1 -- Press Release dated March 25, 1998
<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.
FC BANC CORP.
By: /s/ G.W. Holden
------------------------------------
G.W. Holden, President
Chief Executive Officer and Director
Date: March 25, 1998
<PAGE>
EXHIBIT 99.1
FC BANC CORP. NEWS RELEASE
FC Banc Corp.
105 Washington Square
Bucyrus, Ohio 44820
Contact: G.W. ("Bill") Holden
President and CEO
(419) 562-7040
FC BANC CORP. TO REPURCHASE UP TO 4.9% OF ITS OUTSTANDING SHARES
BUCYRUS, Ohio (March 25, 1998) - FC Banc Corp. (Electronic Bulletin Board:
FCBQ) today announced that the Company's Board of Directors has approved a
stock repurchase program authorizing the repurchase of up to 16,050 shares of
the Company's outstanding common stock. This repurchase program will depend
on market conditions and, accordingly, there is no guaranty as to the exact
number of shares to be repurchased by the Company. Currently FC Banc Corp.
has approximately 321,188 shares outstanding.
G.W. Holden, President and Chief Executive Officer of FC Banc Corp.,
stated that the repurchase program will expire in March, 1999. Mr. Holden
explained that the Board of Directors considers the Company's common stock to
be an attractive investment at this time. The repurchase program is designed
to offset the future dilution arising from the Company's stock option plan
and the issuance of stock pursuant to the exercise of outstanding stock
option grants.
According to Mr. Holden, the repurchases generally would be effected
through open market purchases or in privately negotiated transactions in
accordance with applicable regulations of the Securities and Exchange
Commission. The repurchased shares will become treasury shares available for
general corporate purposes including possible use in connection with
acquisitions or other distributions such as stock dividends or stock splits.
At December 31, 1997, FC Banc Corp. reported total assets of $78.6
million and shareholders' equity of $11.2 million, or 14.23% of total assets.
Through its subsidiary, The Farmers Citizens Bank, FC Banc Corp. offers
an extensive line of retail and small business banking services in North
Central Ohio through its main office in Bucyrus, two full-service branches in
Bucyrus and the Company's recently established full-service branch in
Cardington. Established in January, 1998, the Cardington branch (located in
Morrow County) is the Company's first branch located outside Crawford County.
