SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20552
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
August 1, 2005
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Date of Report (Date of earliest event reported)
KEARNY FINANCIAL CORP.
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(Exact name of Registrant as specified in its Charter)
United States 0-51093 22-3803741
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(State or other jurisdiction (File No.) (IRS Employer
of incorporation) Identification Number)
120 Passaic Avenue, Fairfield, New Jersey 07004
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (973) 244-4500
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Not Applicable
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(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:
[ ] Written communications pursuant to Rule 425 under the Securities Act
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act
KEARNY FINANCIAL CORP.
INFORMATION TO BE INCLUDED IN REPORT
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ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
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On August 1, 2005, the Board of Directors of the Registrant approved an
amendment to the existing Directors Consultation and Retirement Plan (the
"Plan"), an unfunded retirement plan for non-employee directors which provides a
retirement benefit based on the number of years of board service.
The Plan was originally adopted by Kearny Federal Savings Bank (the
"Bank"), the wholly-owned subsidiary of the Registrant, prior to its mutual
holding company reorganization, and benefits were calculated only on
compensation paid by the Bank. The Plan, as amended, provides that director
retirement benefits will be calculated based upon director compensation paid by
the Registrant as well as by the Bank and by Kearny MHC (the "MHC"), the mutual
holding company parent of the Registrant. Such benefits will be based upon the
sum of annual retainers paid by the Registrant, the Bank and the MHC and fees
paid for attendance at regular and special board meetings and executive
committee meetings of the Registrant, the Bank and the MHC. As a result of this
amendment, the annual financial reporting expense for the Plan is projected to
increase by approximately $71,000 and the benefit liability of the Plan is
projected to increase by approximately $274,000.
The foregoing information in this Form 8-K contains forward-looking
statements concerning the anticipated future cost of the Directors Consultation
and Retirement Plan. The Registrant cautions that such statements are subject to
a number of uncertainties and the actual cost could differ materially, and,
therefore, readers should not place undue reliance on such forward-looking
statements. The Registrant does not undertake, and specifically disclaims, any
obligation to update any forward-looking statement, whether written or oral,
that may be made from time to time by or on behalf of the Registrant.
A copy of the Plan, as amended and restated, is included with this Form 8-K
as an exhibit.
ITEM 9.01 FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
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Exhibit Description
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Number
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10.1 Kearny Financial Corp. Directors Consultation and Retirement
Plan, as amended and restated
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.
KEARNY FINANCIAL CORP.
Date: August 4, 2005 By: /s/ Albert E. Gossweiler
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Albert E. Gossweiler
Senior Vice President
and Chief Financial Officer