SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
PURSUANT
TO SECTION 13 OR 15 (d) OF THE
SECURITIES
EXCHANGE ACT OF 1934
Date
of
Report (Date of earliest event reported): July 23, 2007
First
Citizens BancShares, Inc.
(Exact
name of registrant as specified in its charter)
|
Delaware
|
0-16471
|
56-1528994
|
|
(State
or other jurisdiction
|
(Commission
|
(IRS
Employer
|
|
of
incorporation)
|
File
Number)
|
Identification
Number)
|
|
4300
Six Forks Road; Raleigh, North Carolina
|
27609
|
|
(Address
of principal executive
offices)
|
(Zip
Code)
|
Registrant's
phone number including area code: 919/716-7000
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:
| 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 UCT
240.14d-2(b)) |
| o |
Pre-commencement communications pursuant
to
Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4c)) |
| Item
2.02. |
Results
of Operations and Financial
Condition
|
| Item
5.03 |
Amendments
to Articles of Incorporation or Bylaws; Change in Fiscal
Year
|
| Item
7.01. |
Regulation
FD Disclosure
|
On
July
23, 2007, Registrant’s Board of Directors approved amendments to Registrant’s
bylaws. The effects of the amendments were:
(1) to
modify
Article VII, Section 1, to authorize the appointment of more than one Vice
Chairman (as opposed to a single Vice Chairman as provided by the previous
bylaws);
(2) to
modify
Article VII, Section 6, to provide for the Board of Directors to designate
one
Vice Chairman as Chief Operating Officer (as opposed to the single Vice Chairman
being designated as Chief Operating Officer as provided by the previous bylaws);
(3) to
provide throughout the bylaws for the Vice Chairman who is designated by the
Board as Chief Operating Officer to exercise the authority granted to the single
Vice Chairman as Chief Operating Officer under the previous bylaws;
and
(4) to
make
various other conforming changes to the text of the bylaws
consistent with the amendments described above.
The
amendments became effective upon approval by the Board. A copy of the amended
bylaws is attached as Exhibit 3.2 to this Report and is incorporated by
reference into this Report.
On
July
23, 2007, Registrant announced its results of operations for the three-month
and
six-month periods ended June 30, 2007. A copy of Registrant's press release
issued this date is attached as Exhibit 99 to this Report and is incorporated
by
reference into this Report.
Item
9.01. Financial
Statements and Exhibits.
(c)
Exhibits. The following exhibits are being filed or furnished with this
Report:
| Exhibit
No. |
|
Exhibit
Description |
| |
|
|
|
3.2
|
|
Bylaws of Registrant, as amended
(filed) |
| |
|
|
|
99
|
|
Copy of press release dated July 23,
2007
(furnished) |
Disclosures
About Forward Looking Statements
The
discussions included in this Report and its exhibits may contain forward looking
statements within the meaning of the Private Securities Litigation Act of 1995,
including Section 21E of the Securities Exchange Act of 1934 and Section 27A
of
the Securities Act of 1933. Such statements involve known and unknown risks,
uncertainties and other factors that may cause actual results to differ
materially. For the purposes of these discussions, any statements that are
not
statements of historical fact may be deemed to be forward looking statements.
Such statements are often characterized by the use of qualifying words such
as
"expects," "anticipates," "believes," "estimates," "plans," "projects," or
other
statements concerning opinions or judgments of the Registrant and its management
about future events. The accuracy of such forward looking statements could
be
affected by such factors as, including but not limited to, the financial success
or changing conditions or strategies of the Registrant's customers or vendors,
fluctuations in interest rates, actions of government regulators, the
availability of capital and personnel or general economic
conditions.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended,
Registrant has duly caused this Report to be signed on its behalf by the
undersigned thereunto duly authorized.
| |
|
|
| |
First
Citizens
BancShares, Inc. |
| |
(Registrant) |
|
|
|
| Date:
July 23, 2007 |
By: |
/s/
KENNETH A. BLACK |
| |
Kenneth
A. Black, Vice
President |