<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. ________)*
PennFed Financial Services, Inc.
- --------------------------------------------------------------------------------
(Name of Issuer)
Common Stock, Par Value $0.01 per share
- --------------------------------------------------------------------------------
(Title of Class of Securities)
708 167 101
--------------------------------
(CUSIP Number)
William C. Anderson
622 Eagle Rock Avenue
West Orange, New Jersey 07052
(973) 669-7366
- --------------------------------------------------------------------------------
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
October 10, 1999
- --------------------------------------------------------------------------------
(Date of Event Which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition that is the subject of this Schedule 13D, and is filing this
schedule because of Sections 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check
the following box __.
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
<PAGE>
CUSIP NO. 708 167 101 13D Page 2 of 6 Pages
1 NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NUMBER OF ABOVE PERSON
(ENTITIES ONLY)
William C. Anderson
- --------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ___ (b) ___
- --------------------------------------------------------------------------------
3 SEC USE ONLY
- --------------------------------------------------------------------------------
4 SOURCE OF FUNDS
PF, OO
- --------------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) __
- --------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
- --------------------------------------------------------------------------------
7 SOLE VOTING POWER
NUMBER OF 484,061
SHARES --------------------------------------------------
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY 0
EACH --------------------------------------------------
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON WITH 484,061
--------------------------------------------------
10 SHARED DISPOSITIVE POWER
0
- -----------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON
484,061
- -----------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES
--
- -----------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.3%
- -----------------------------------------------------------------
14 TYPE OF REPORTING PERSON
IN
- -----------------------------------------------------------------
<PAGE>
Item 1. Security and Issuer
The class of equity securities to which this statement relates is the
common stock, par value $.01 per share (the "Common Stock"), of PennFed
Financial Services, Inc. ("PennFed" or the "Company"), located at 622 Eagle Rock
Avenue, West Orange, New Jersey 07052-2989.
Item 2. Identity and Background
The name and address of the person filing this statement is William C.
Anderson, 200 Bloomfield Avenue, Caldwell, New Jersey 07006. Mr. Anderson is
Chairman of the Board and President of John Young Company, Inc., Realtors, a
real estate agency, at the address stated above. Mr. Anderson is also Chairman
of the Board of Directors of PennFed and PennFed's wholly owned subsidiary, Penn
Federal Savings Bank (the "Bank"). During the last five years, Mr. Anderson has
not been convicted in a criminal proceeding (excluding traffic violations or
similar misdemeanors), or been a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction which resulted in him being
subject to a judgment, decree or final order enjoining future violations of, or
prohibiting or mandating activities subject to, federal or state securities laws
or being found in violation with respect to such laws.
Mr. Anderson is a citizen of the United States of America.
Item 3. Source and Amount of Funds or Other Consideration
Mr. Anderson has acquired beneficial ownership of 484,061
shares of Common Stock as follows:
(i) 21,161 shares acquired by Mr. Anderson primarily with personal funds
and through dividend reinvestments;
(ii) 352,230 shares underlying unexercised stock options awarded to Mr.
Anderson in consideration for his service as a director of the Company and the
Bank which are currently exercisable or which will become exercisable within 60
days (excludes 12,000 shares underlying currently unexercisable stock options
which will become exercisable in increments of 3,000 shares on July 27, 2000,
2001, 2002 and 2003, respectively); and
(iii) 110,670 shares awarded as restricted stock to Mr. Anderson in
consideration for his service as a director of the Company and Bank, all of
which are now vested.
All share amounts in this report have been adjusted for the two-for-one
stock split in the form of a 100% stock dividend paid on the Common Stock on
February 10, 1998.
3 of 6
<PAGE>
Item 4. Purpose of Transaction
Except with respect to the stock options and shares of restricted stock
awarded to Mr. Anderson by the Company as compensation, all of the shares
purchased and/or acquired by Mr. Anderson are for investment purposes. Mr.
Anderson may, from time to time depending upon market conditions and other
investment considerations, purchase additional shares of the Common Stock for
investment or dispose of shares of the Common Stock. As Chairman of the Board of
Directors of the Company, Mr. Anderson regularly explores potential actions and
transactions which may be advantageous to the Company, including, but not
limited to, possible mergers, acquisitions, reorganizations or other material
changes in the business, corporate structure, management, policies, governing
instruments, capitalization, securities or regulatory or reporting obligations
of the Company.
Except as noted above, Mr. Anderson has no plans or proposals which relate
to or would result in:
(a) the acquisition by any person of additional securities
of the Company, or the disposition of securities of the Company;
(b) an extraordinary corporate transaction, such as a merger,
reorganization or liquidation, involving the Company or any of its subsidiaries;
(c) a sale or transfer of a material amount of assets of the Company or any
of its subsidiaries;
(d) any change in the present Board of Directors or management of the
Company, including any plans or proposals to change the number or term of
directors or to fill any existing vacancies on the Board;
(e) any material change in the present capitalization or dividend policy of
the Company;
(f) any other material change in the Company's business or corporate
structure;
(g) changes in the Company's certificate of incorporation, bylaws or
instruments corresponding thereto or other actions which may impede the
acquisition of control of the Company by any person;
(h) causing a class of securities of the Company to be delisted from a
national securities exchange or to cease to be authorized to be quoted in an
inter-dealer quotation system of a registered national securities association;
(i) a class of equity securities of the Company becoming eligible for
termination of registration pursuant to Section 12(g)(4) of the Securities
Exchange Act of 1934; or
(j) any action similar to any of those enumerated above.
4 of 6
<PAGE>
Item 5. Interest in Securities of the Issuer
The aggregate number of shares of Common Stock beneficially owned by Mr.
Anderson as of the date of this filing is 484,061 shares, representing 5.3% of
the shares of Common Stock outstanding. Mr. Anderson has sole voting and
dispositive powers over all of these shares. The 484,061 shares include 352,230
shares subject to unexercised stock options which are currently exercisable or
which will become exercisable within 60 days.
During the 60-day period prior to the date of this filing, Mr. Anderson did
not effect any transactions in the Common Stock. On October 10, 1999, however,
Mr. Anderson became the beneficial owner of 33,333 shares of Common Stock
underlying an unexercised stock option that will vest with respect to such
shares on December 9, 1999.
No other person is known to have the right to receive or the power to
direct the receipt of dividends from, or the proceeds from the sale of, the
shares held by Mr. Anderson.
Item 6. Contracts, Arrangements, Understandings or
Relationships with Respect to the Securities of
the Issuer
There are no contracts, arrangements, understandings or relationships
(legal or otherwise) between Mr. Anderson and any person with respect to any
securities of the Company, including but not limited to, transfer or voting of
any of such securities, finder's fees, joint ventures, loan or option
arrangements, puts or calls, guarantees of profits, divisions of profits or
loss, or the giving or withholding of proxies. None of the shares of Common
Stock beneficially owned by Mr. Anderson are pledged or otherwise subject to a
contingency the occurrence of which would give another person voting power or
investment power over such shares.
Item 7. Material to be Filed as Exhibits
None.
5 of 6
<PAGE>
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Date: October 18, 1999 /s/ William C. Anderson
------------------- ------------------------
William C. Anderson
Page 6 of 6
