- Amended Quarterly Report (10-Q/A)
June 09 2009 - 5:10PM
Edgar (US Regulatory)
UNITED
STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM
10-Q/A
Amendment
No. 1
[ X
]
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QUARTERLY
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
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For
the quarterly period ended
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March
31, 2009
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OR
[ ]
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TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
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For
the transition period from
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to
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Commission
File Number:
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000-50961
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PENNSYLVANIA
COMMERCE BANCORP, INC.
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(Exact
name of registrant as specified in its charter)
Pennsylvania
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25-1834776
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(State
or other jurisdiction of incorporation or organization)
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(IRS
Employer Identification No.)
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3801
Paxton Street, P.O. Box 4999, Harrisburg, PA
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17111-0999
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(Address
of principal executive offices)
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(Zip
Code)
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(Registrant's
telephone number, including area code)
(Former
name, former address and former fiscal year, if changed since last
report)
Indicate
by check mark whether the registrant (1) has filed all reports required to be
filed by Section 13 or 15(d) of the Exchange Act during the preceding 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.
Indicate
by check mark whether the registrant has submitted electronically and posted on
its corporate Web site, if any, every Interactive Data File required to be
submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this
chapter) during the preceding 12 months (or for such shorter period that the
registrant was required to submit and post such files).
Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company (as
defined in Rule 12b-2 of the Exchange Act).
Large
accelerated filer
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Accelerated
filer
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X
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Non-accelerated
filer
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Smaller
Reporting Company
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Indicate
by check mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Exchange Act).
Indicate
the number of shares outstanding of each of the issuer's classes of common
stock,
as
of the latest practicable date:
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6,496,028
Common shares outstanding at
4/30/2009
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PENNSYLVANIA
COMMERCE BANCORP, INC.
EXPLANATORY
NOTE
This
Amendment No.1 on Form 10-Q/A amends our Form 10-Q for the quarter ended March
31, 2009, filed with the Securities and Exchange Commission on May 11,
2009. This Form 10-Q/A corrects the disclosure for Part II, Item 4:
Submission of
Matters to a Vote of Security Holders. This Form 10-Q/A only amends
and restates such Item 4. No other Item in the Form 10-Q filed on May
11, 2009 is amended, modified or updated hereby. Pursuant to Rule
12b-15 under the Securities Exchange Act of 1934, new certifications of our
principal executive officer and principal financial officer are being filed as
exhibits to this Amendment No. 1 on Form 10-Q/A.
Part
II -- OTHER INFORMATION
Item
4. Submission of Matters to a Vote of Security
Holders.
A Special
Meeting of the Registrant’s Shareholders was held on March 19, 2009. Proxies
representing 5,191,802 shares were received (total shares outstanding as of the
record date were 6,446,640). The items of business acted upon at the Special
Meeting were (i) Approval of the Proposal to Merge with Republic First Bancorp,
Inc., and (ii) Approval of the Amendment to the Articles of Incorporation to
Increase Authorized Shares of Common Stock to 25,000,000. The number of votes
cast for and against each proposal, as well as the number of abstentions and
broker non-votes was as follows:
(i)
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Approval
of the Proposal to Merge with Republic First
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For
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Against
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Abstain
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Broker
Non-Votes
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4,963,614
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218,752
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9,436
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1,034,567
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(ii)
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Approval
of the Amendment to the Articles of Incorporation to Increase
Authorized Shares of Common Stock to
25,000,000:
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For
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Against
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Abstain
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Broker
Non-Votes
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4,961,152
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220,058
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10,592
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1,034,567
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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.
PENNSYLVANIA
COMMERCE BANCORP, INC.
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(Registrant)
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06/09/09
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/s/
Gary L. Nalbandian
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(Date)
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Gary
L. Nalbandian
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President/CEO
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06/09/09
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/s/
Mark A. Zody
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(Date)
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Mark
A. Zody
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Chief
Financial Officer
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Exhibit
Index
4
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