SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
MSB FINANCIAL CORP.
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(Exact Name of Registrant as Specified in Its Charter)
United States 34-1981437
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(State of Incorporation (IRS Employer
or Organization) Identification No.)
1902 Long Hill Road, Millington, New Jersey 07946
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(Address of Principal Executive Offices) (Zip Code)
Securities to be registered pursuant to Section 12(b) of the Act:
Title of Each Class Name of Each Exchange on Which
To be so Registered Each Class is to be Registered
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Common Stock The NASDAQ Stock Market LLC
If this form relates to the registration of a class of If this form relates to the registration of a class of
securities pursuant to Section 12(b) of the Exchange securities pursuant to Section 12(g) of the
Exchange Act and is effective pursuant to General Instruction Act and is effective pursuant to General
Instruction A.(c), please check the following box |X| A.(d), please check the following box |_|
Securities Act registration statement file number to which this form relates: 333-137294
Securities to be registered pursuant to Section 12(g) of the Act: None
INFORMATION REQUIRED IN REGISTRATION STATEMENT
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Item 1. Description of Registrant's Securities to be Registered
The information set forth under the captions "Description of Capital
Stock" and "Restrictions on Acquisition of MSB Financial Corp." contained in the
Registrant's prospectus filed pursuant to Rule 424(b) is incorporated by
reference into this registration statement.
Item 2. Exhibits
3.1 Charter of MSB Financial Corp.*
3.2 Bylaws of MSB Financial Corp.**
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* Incorporated by reference to Exhibit 3.1 to the Registrant's
Registration Statement on Form S-1 (File No. 333- 137294) filed with
the Securities and Exchange Commission on September 13, 2006.
** Incorporated by reference to Exhibit 3.2 to the Registrant's
Registration Statement on Form S-1 (File No. 333- 137294) filed with
the Securities and Exchange Commission on September 13, 2006.
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange
Act of 1934, as amended, the registrant has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized.
MSB FINANCIAL CORP.
Date: January 4, 2007 By: /s/Gary T. Jolliffe
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Gary T. Jolliffe
President and Chief Executive Officer