UNITED STATES
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 - January 26, 2006
CODORUS VALLEY BANCORP, INC.
(Exact name of registrant as specified in its charter)
Pennsylvania 0-15536 23-2428543
(State or other jurisdiction (Commission File Number) (IRS Employer Number)
of incorporation)
105 Leader Heights Road
P.O. Box 2887
York, Pennsylvania 17405-2887
(Address of principal executive offices) (Zip code)
717-747-1519
(Registrant's telephone number including area code)
N/A
(Former name or 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 Securities Act (17 CFR
230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under 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))
Page 1 of 15 sequentially numbered pages in manually signed copy
Exhibit Index found on page 3
1
CODORUS VALLEY BANCORP, INC.
FORM 8-K
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
Codorus Valley Bancorp, Inc., PeoplesBank, A Codorus Valley Company and
Hershey Trust Company entered into the Codorus Valley Bancorp, Inc. Change
in Control and Supplemental Benefit Trust Agreement dated January 25, 2006.
A copy of the Codorus Valley Bancorp, Inc. Change in Control and
Supplemental Benefit Trust Agreement is attached to this filing as Exhibit
10.1.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits.
No. Description
---- -----------
10.1 Codorus Valley Bancorp, Inc. Change in Control and Supplemental
Benefit Trust Agreement between Codorus Valley Bancorp, Inc.,
PeoplesBank, A Codorus Valley Company and Hershey Trust
Company, dated January 25, 2006.
2
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.
Codorus Valley Bancorp, Inc.
(Registrant)
Date: January 26, 2006 /s/ Larry J. Miller
----------------------------------------
Larry J. Miller
President and Chief Executive Officer
(Principal Executive Officer)
EXHIBIT INDEX
Page Number
In Manually
Exhibit Signed Original
------- ---------------
10.1 Codorus Valley Bancorp, Inc. Change in Control and 4
Supplemental Benefit Trust Agreement between Codorus
Valley Bancorp, Inc., PeoplesBank, A Codorus Valley
Company and Hershey Trust Company, dated
January 25, 2006.
3