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PINNACLE BANKSHARES CORP - Recent Material Event

Item  8.01 Other Events.

On December 20, 2012, in connection with the deregistration of the common stock, $3.00 par value (the “Common Stock”), of Pinnacle Bankshares Corporation (the “Corporation”) under the Securities Exchange Act of 1934, as amended (the “Deregistration”), the Corporation terminated its Amended and Restated Dividend Reinvestment Plan (the “DRP”). The termination of the DRP was previously approved by the Corporation’s Board of Directors, subject to the Deregistration having become effective as of December 20, 2012. The Corporation intends to file a post-effective amendment to the registration statement relating to the DRP under the Securities Act of 1933, as amended (the “Securities Act”) to deregister all shares of the Corporation’s Common Stock that remain unissued under the DRP as of the filing date of such post-effective amendment.

In addition, on December 20, 2012, certain administrative and non-material amendments were made to the Pinnacle Bankshares Corporation 2004 Incentive Stock Plan (the “2004 Plan”) to reflect the Deregistration. These amendments were previously approved by the Corporation’s Board of Directors, subject to the Deregistration having become effective as of December 20, 2012. The Corporation intends to file a post-effective amendment to the registration statement relating to the 2004 Plan under the Securities Act to deregister all shares of the Corporation’s Common Stock that remain unissued under the 2004 Plan as of the filing date of such post-effective amendment.

Finally, in connection with the Deregistration, the Corporation intends to file a post-effective amendment to the registration statement relating to the Pinnacle Bankshares Corporation 1997 Incentive Stock Plan (the “1997 Plan”) under the Securities Act to deregister all shares of the Corporation’s Common Stock that remain unissued under the 1997 Plan as of the filing date of such post-effective amendment. The 1997 Plan has expired in accordance with its terms.

 

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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.

 

    PINNACLE BANKSHARES CORPORATION
   

(Registrant)

Date: December 20, 2012     By:   /s/ Aubrey H. Hall, III
      Aubrey H. Hall, III
      President and Chief Executive Officer

 

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