SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported) December 9, 2008
BUCKHEAD COMMUNITY BANCORP, INC.
(Exact Name of Registrant as Specified in its Charter)
| Georgia | 000-53197 | 58-2265980 | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
| 415 East Paces Ferry Road, Atlanta, Georgia | 30305 | |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number, including area code (404) 504-2557
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| Item 5.03 | Amendments to Articles of Incorporation |
On December 9, 2008, Buckhead Community Bancorp, Inc. (the “Company”) filed Articles of Amendment with the Secretary of State of the State of Georgia, effecting an amendment (the “Amendment”) to the Company’s Articles of Incorporation. The Amendment set forth the designation of the rights, privileges, preferences, and limitations of a series of special stock, designated “Series A Preferred Stock.” A copy of the Amendment is included as an exhibit to this Form 8-K and is incorporated by reference into this Item 5.03.
| Item 9.01 | Exhibits |
(d) Exhibits
The following exhibits are being filed herewith:
| No. |
Description | |
| 3.1 | Articles of Amendment to the Articles of Incorporation of Buckhead Community Bancorp, Inc. | |
| 4.1 | Form of Series A Preferred Stock Certificate | |
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.
| BUCKHEAD COMMUNITY BANCORP, INC. | ||||||
| Dated: December 10, 2008 |
By: | /s/ Dawn Kinard | ||||
| Dawn Kinard | ||||||
| Chief Financial Officer | ||||||
EXHIBIT INDEX
| No. |
Description | |
| 3.1 | Articles of Amendment to the Articles of Incorporation of Buckhead Community Bancorp, Inc. | |
| 4.1 | Form of Series A Preferred Stock Certificate | |