Ohio | 1-13006 | 31-1179518 | ||
(State or other jurisdiction | (Commission | (IRS Employer | ||
of incorporation) | File Number) | Identification No.) |
50 North Third Street, P.O. Box 3500, Newark, Ohio | 43058-3500 | |
(Address of principal executive offices) | (Zip Code) |
o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| C. Daniel DeLawder - $188,195 | ||
| David L. Trautman - $35,365 | ||
| John W. Kozak - $8,544 |
(a) | Not applicable | ||
(b) | Not applicable | ||
(c) | Not applicable | ||
(d) | Exhibits . The documents listed below are filed with this Current Report on Form 8-K as exhibits: |
Exhibit No. | Description | |
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3.1
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Certificate of Amendment by Shareholders or Members filed with the Secretary of State of the State of Ohio on December 18, 2008 in order to evidence the adoption by Parks shareholders on December 18, 2008 of an amendment to Article FOURTH of Parks Articles of Incorporation to authorize Park to issue up to 200,000 preferred shares, without par value | |
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10.1
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Park National Corporation Bonus Program (Adopted on December 16, 2008) |
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3
PARK NATIONAL CORPORATION
Dated: December 19, 2008
By:
/s/ John W. Kozak
John W. Kozak
Chief Financial Officer
Table of Contents
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Exhibit No.
Description
Certificate of Amendment by Shareholders or Members filed with
the Secretary of State of the State of Ohio on December 18, 2008 in order
to evidence the adoption by Parks shareholders on December
18, 2008 of an amendment to Article FOURTH of Parks Articles
of Incorporation to authorize Park to issue up to 200,000
preferred shares, without par value
Park National Corporation Bonus Program (Adopted on December 16, 2008)
Prescribed by: The Ohio Secretary of State Central Ohio: (614) 466-3910 Toll Free: 1-877-SOS-FILE (1-877-767-3453) Reset Form Expedite this Form: (Select One) Mail Form to one of the Following: PO Box 1390 Yes Columbus, OH 43216 *** Requires an additional fee of $100 *** PO Box 1028 No Columbus, OH 43216 www.sos.state.oh.us e-mail: busserv@sos.state.oh.us Certificate of Amendment by Shareholders or Members (Domestic) Filing Fee $50.00 (CHECK ONLY ONE (1) BOX) (1) Domestic for Profit PLEASE READ INSTRUCTIONS (2) Domestic Nonprofit Amended 4 Amendment Amended Amendment (122-AMAP) (125-AMDS) (126-AMAN) (128-AMD) Complete the general information in this section for the box checked above. Name of Corporation Park National Corporation Charter Number 815582 Name of Officer C. Daniel DeLawder Title Chairman of the Board and Chief Executive Officer 4 Please check if additional provisions attached. The above named Ohio corporation, does hereby certify that: 4 A meeting of the 4 shareholders directors ( nonprofit amended articles only) members was duly called and held on December 18, 2008 (Date) at which meeting a quorum was present in person or by proxy, based upon the quorum present, an affirmative vote was cast which entitled them to exercise 78.54 % as the voting power of the corporation. In a writing signed by all of the shareholders directors (non-profit amended articles only) members who would be entitled to the notice of a meeting or such other proportion not less than a majority as the articles of regulations or bylaws permit. Clause applies if amended box is checked. Resolved, that the following amended articles of incorporations be and the same are hereby adopted to supercede and take the place of the existing articles of incorporation and all amendments thereto. 541 Page 1 of 2 Last Revised: May 2002 |
All of the following information must be completed if an amended box is checked. If an amendment box is checked, complete the areas that apply. FIRST: The name of the corporation is: SECOND: The place in the State of Ohio where its principal office is located is in the City of: (city, village or township) (county) THIRD: The purposes of the corporation are as follows: FOURTH: The number of shares which the corporation is authorized to have outstanding is: 20,200,000 (Does not apply to box (2)) See attached REQUIRED Must be authenticated /s/ C. Daniel DeLawder December 18, 2008 (signed) by an authorized Authorized Representative Date representative (See Instructions) C. Daniel DeLawder (Print Name) Authorized Representative Date (Print Name) 541 Page 2 of 2 Last Revised: May 2002 |
2
PARTICIPANT
BONUS AMOUNT
$
188,195
$
35,365
$
8,544
$
531,896