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): August 5, 2005 BANKFINANCIAL CORPORATION ------------------------- (Exact Name of Registrant as Specified in Charter) Maryland 0-25233 (applied for) - ----------------------------- -------------------- ------------------ (State or Other Jurisdiction) (Commission File No.) (I.R.S. Employer of Incorporation) Identification No.) 15W060 North Frontage Road, Burr Ridge, Illinois 60527 - ------------------------------------------------ ---------- (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (630) 242-7700 -------------- Not Applicable -------------- (Former name or former 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 the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the 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))Item 2.02. Results of Operations and Financial Condition --------------------------------------------- On August 5, 2005, the Company issued a press release announcing the filing of its Quarterly Report on Form 10-Q for the Quarter Ended June 30, 2005 and reporting earnings for the six months ended June 30, 2005. The press release is included as Exhibit 99 to this report. The information included in Exhibit 99 is considered to be "furnished" under the Securities Exchange Act of 1934. Item 9.01. Financial Statements and Exhibits --------------------------------- The Index of Exhibits immediately precedes the attached exhibits. 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. BANKFINANCIAL CORPORATION DATE: August 5, 2005 By: /s/ F. Morgan Gasior -------------------------------------- F. Morgan Gasior Chairman of the Board, Chief Executive Officer and President EXHIBIT INDEX The following exhibits are furnished as part of this report: Exhibit No. Description 99 Press Release of BankFinancial Corporation
EXHIBIT 99 PRESS RELEASE OF BANKFINANCIAL CORPORATIONBankFinancial ------------- Corporation FOR IMMEDIATE RELEASE For Further Information Contact: Terry Wise, VP - Investor Relations BankFinancial Corporation 630-242-7151 BANKFINANCIAL CORPORATION ANNOUNCES FILING OF FORM 10-Q WITH U.S. SECURITIES AND EXCHANGE COMMISSION Burr Ridge, Illinois - (August 5, 2005) BankFinancial Corporation (Nasdaq - BFIN) ("BankFinancial") announced that it has filed its Quarterly Report on Form 10-Q for the quarter ended June 30, 2005, with the U.S. Securities and Exchange Commission (the "SEC"). For the six months ended June 30, 2005, BankFinancial reported net income of $4.5 million and for the quarter ended June 30, 2005, BankFinancial reported net income of $2.8 million. At June 30, 2005, BankFinancial had stockholders' equity of $322.2 million and 24,466,250 shares of common stock outstanding, resulting in stockholders' equity per share of $13.17. BankFinancial did not report earnings per share information because BankFinancial did not have outstanding shares of common stock until June 23, 2005. BankFinancial Corporation became the holding company for BankFinancial F.S.B. (the "Bank") on June 23, 2005, upon the consummation of a plan of conversion and reorganization of BankFinancial MHC, Inc., the predecessor mutual holding company for the Bank. The Quarterly Report on Form 10-Q is available at the SEC's Internet site, www.sec.gov. The Quarterly Report on Form 10-Q is also available on BankFinancial's Internet site, www.bankfinancial.com. 15W060 North Frontage Road, Burr Ridge, Illinois 60527