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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 10-KSB/A
Amendment No. 1
(Mark One)
[ X ] ANNUAL REPORT UNDER TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934.
For the fiscal year ended December 31, 1999
OR
[ ] TRANSITION REPORT UNDER TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934.
For the transition period from ______________ to _____________
Commission File No. 0-25180
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CKF BANCORP, INC.
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(NAME OF SMALL BUSINESS ISSUER IN ITS CHARTER)
DELAWARE 61-1267810
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(STATE OR OTHER JURISDICTION (I.R.S. EMPLOYER
OF INCORPORATION OR ORGANIZATION) IDENTIFICATION NO.)
340 WEST MAIN STREET, DANVILLE, KENTUCKY 40422
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(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
ISSUER'S TELEPHONE NUMBER, INCLUDING AREA CODE: (606) 236-4181
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Securities registered under Section 12(b) of the Exchange Act:
None
Securities registered under Section 12(g) of the Exchange Act:
Common Stock, par value $0.01 per share
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(Title of Class)
Check whether the issuer: (1) filed all reports required to be
filed by Section 13 or 15(d) of the Exchange Act during the past
12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes X No
Check if there is no disclosure of delinquent filers pursuant to
Item 405 of Regulation S-B 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-KSB or any amendment to
this Form 10-KSB. [X]
The issuer's revenues for the fiscal year ended December 31, 1999
were $4.9 million.
As of March 3, 2000, the aggregate market value of voting stock
held by non-affiliates was approximately $11.6 million based on
the closing sales price of $14.50 per share of the registrant's
Common Stock on March 3, 2000, as quoted on the Nasdaq SmallCap
Market. For purposes of this calculation, it is assumed that
directors, officers and beneficial owners of more than 5% of the
registrant's outstanding voting stock are affiliates.
Number of shares of Common Stock outstanding as of March 3, 2000:
800,560
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DOCUMENTS INCORPORATED BY REFERENCE
The following lists the documents incorporated by reference
and the Part of the Form 10-KSB into which the document is
incorporated:
1. Portions of the Annual Report to Stockholders for the
fiscal year ended December 31, 1999. (Part II)
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PART III
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
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For information concerning the Board of Directors and
executive officers who are not directors of the Company, the
information contained under the section captioned "Proposal I --
Election of Directors" in the Company's definitive proxy
statement for the Company's 2000 Annual Meeting of Stockholders,
filed as Exhibit 99.1 hereto, (the "Proxy Statement") is
incorporated herein by reference.
Information regarding delinquent Form 3, 4 or 5 filers is
incorporated herein by reference to the section entitled "Section
16(a) Beneficial Ownership Reporting Compliance" in the Proxy
Statement.
ITEM 11. EXECUTIVE COMPENSATION
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The information contained under the section captioned
"Proposal I -- Election of Directors -- Executive Compensation
and Other Benefits" in the Proxy Statement is incorporated herein
by reference.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT
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(a) Security Ownership of Certain Beneficial Owners
Information required by this item is incorporated
herein by reference to the section captioned "Security
Ownership of Certain Beneficial Owners and Management"
in the Proxy Statement.
(b) Security Ownership of Management
Information required by this item is incorporated
herein by reference to the sections captioned "Security
Ownership of Certain Beneficial Owners and Management"
and "Proposal I -- Election of Directors" in the Proxy
Statement.
(c) Changes in Control
Management of the Company knows of no arrangements,
including any pledge by any person of securities of
the Company, the operation of which may at a
subsequent date result in a change in control of the
registrant.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
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The information required by this item is incorporated herein
by reference to the section captioned "Proposal I -- Election of
Directors" in the Proxy Statement.
PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON
FORM 8-K
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(a) List of Documents Filed as Part of this Report
(3) Exhibits. The following is a list of exhibits filed
as part of this Report on Form 10-KSB/A and is also the Exhibit
Index.
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No. Exhibit
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3.1 Certificate of Incorporation of CKF Bancorp, Inc. *
3.2 Bylaws of CKF Bancorp, Inc. *
10.1 CKF Bancorp, Inc. 1995 Stock Option and Incentive
Plan **
10.2(a) Severance Agreements between Central Kentucky Federal
Savings Bank and Thomas R. Poland and Ann L. Hooks **
(b) Severance Agreements between CKF Bancorp, Inc. and
Thomas R. Poland and Ann L. Hooks **
10.3(a) Employment Agreement between Central Kentucky
Federal Savings Bank and John H. Stigall **
(b) Employment Agreement between CKF Bancorp, Inc. and
John H. Stigall **
10.4 CKF Bancorp, Inc. Employee Recognition Plan **
13 1999 Annual Report to Stockholders
21 Subsidiaries of the Registrant
23 Consent of Accountants
27 Financial Data Schedule
99. 1 Proxy Statement for the 2000 Annual Meeting of
Stockholders
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* Incorporated by reference to the Company's Registration
Statement on Form S-1 (File No. 33-83972).
** Incorporated by reference to the Company's Annual Report on
Form 10-KSB for the fiscal year ended December 31, 1995
(Commission File No. 0-25180).
(c) Exhibits. The exhibits required by Item 601 of
Regulation S-K are either filed as part of this Report on Form
10-KSB/A or incorporated herein by reference.
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SIGNATURES
In accordance with Section 13 or 15(d) of the Exchange Act,
the registrant caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized.
CKF BANCORP, INC.
June 13, 2000 By: /s/ John H. Stigall
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John H. Stigall
President and
Chief Executive
Officer
(Duly Authorized
Representative)
