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 (Date of earliest event reported): July 9, 2004
---------------
Commerce Bancorp, Inc.
----------------------
(Exact name of registrant as specified in its charter)
New Jersey 1-12069 22-2433468
---------- --------------------- ---------------
(State or other (Commission File Number) (IRS Employer
jurisdiction Identification
of incorporation) Number)
Commerce Atrium, 1701 Route 70 East, Cherry Hill, NJ 08034-5400
---------------------------------------------------- ----------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 856-751-9000
------------
ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE
On or about July 2, 2004 a class action complaint was filed in the
United States District Court for the District of New Jersey against Commerce
Bancorp, Inc. (the "Company") and certain Company (or subsidiary) current and
former officers and directors. The complaint alleges that the defendants
violated the federal securities laws, specifically Sections 10(b) and 20(a) of
the Securities Exchange Act of 1934 and Rule 10b-5 of the Securities and
Exchange Commission. The plaintiff seeks unspecified damages on behalf of a
purported class of purchasers of the Company's securities during the period from
June 1, 2002 through June 28, 2004. The Company believes that the complaint
against it is without merit and intends to vigorously defend itself.
This Form 8-K contains "forward-looking" statements. For this purpose,
any statements contained in this Form 8-K that are not statements of historical
fact may be deemed to be forward-looking statements, including statements
related to future results in any litigation. Words such as "anticipates",
"believes", "intends" and similar expressions are intended to identify
forward-looking statements. These forward-looking statements are subject to
risks and uncertainties that could cause actual results to differ materially
from the results indicated by such forward-looking statements. Important factors
that could cause results to differ include, but are not limited to, whether the
Company will be able to successfully defend any lawsuit, including the purported
securities class action, the inherent uncertainties and risks of litigation that
may cause the Company to review and alter its litigation strategy and the risk
of potential adverse rulings in any litigation. The Company does not undertake
any obligation to update forward-looking statements.
SIGNATURE
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.
Date: July 9, 2004 COMMERCE BANCORP, INC.
By: /s/ DOUGLAS J. PAULS
---------------------
Douglas J. Pauls
Senior Vice President and Chief Financial Officer