-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, ONsoL/gm5FnEgtKh8syP8Qr51Rd768e4PuPveugBAbWkFkMBZQ1w6nCAXCR75vhv TDimvHJ1iME8trNPh7Uruw== 0000702902-96-000002.txt : 19960304 0000702902-96-000002.hdr.sgml : 19960304 ACCESSION NUMBER: 0000702902-96-000002 CONFORMED SUBMISSION TYPE: 10-C PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19960301 FILED AS OF DATE: 19960301 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: HARLEYSVILLE NATIONAL CORP CENTRAL INDEX KEY: 0000702902 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 232210237 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-C SEC ACT: 1934 Act SEC FILE NUMBER: 000-15237 FILM NUMBER: 96530356 BUSINESS ADDRESS: STREET 1: 483 MAIN ST CITY: HARLEYSVILLE STATE: PA ZIP: 19438 BUSINESS PHONE: 2152568851 MAIL ADDRESS: STREET 1: 483 MAIN STREET CITY: HARLEYSVILLE STATE: PA ZIP: 19438 10-C 1 SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-C Report by Issuer of Securities Quoted on NASDAQ Inter-Dealer Quotation System Filed Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 and Rules 13a-17 and 15d-17 Thereunder Harleysville National Corporation (Exact Name of Issuer As Specified in Charter) 483 Main Street, P.O. Box 195, Harleysville, PA 19438 (Address of Principal Executive Offices) (215) 256-8851 (Issuer's Telephone Number, Including Area Code) I. CHANGE IN NUMBER OF SHARES OUTSTANDING Indicate any change (increase or decrease) of five percent or more in the number of shares outstanding. 1. Title of security Common Stock, par value $1.00 share 2. Number of shares outstanding before the change 5,880,828 3. Number of shares outstanding after the change 6,319,090 4. Effective date of change March 1, 1996 5. Method of change Acquisition/Merger Give brief description of transaction: The transaction giving rise to the change in the number of shares outstanding was described in a Current Report on Form 8-K filed with the Securities and Exchange Commission dated March 1, 1996. The description provided in the SEC Form 8-K was as follows: On March 1, 1996, Farmers & Merchants Bank of Honesdale, PA ("Bank") was merged with and into The Citizens National Bank of Lansford, a wholly-owned subsidiary of Harleysville National Corporation ("Registrant") pursuant to an Agreement and Plan of Reorganization dated September 7, 1995 and an Agreement of Merger of the same date. Shareholders of Bank received .6190 shares of Registrant's common stock in exchange for each share of common stock of Bank held on March 1, 1996. A total of 438,262 shares were issued by Harleysville National Corporation in the transaction. The acquisition of Bank pursuant to the merger described above is expected to have an immaterial impact on the Registrant's financial position and results of operation. As of December 31, 1995, the Registrant had total assets of approximately $874 million, total shareholders' equity of approximately $78 million and net income of approximately $11.8 million. II. CHANGE IN NAME OF ISSUER 1. Name prior to change Not applicable. 2. Name after change Not applicable. 3. Effective date of charter amendment changing name Not applicable. 4. Date of shareholder approval of change, if required Not applicable. /s/ Walter E. Daller, Jr. Date: March 1, 1996 By Walter E. Daller, Jr. President and CEO -----END PRIVACY-ENHANCED MESSAGE-----