Correspondence 0001104659-24-039483 from AMERISERV FINANCIAL INC /PA/ (ASRV) (CIK 0000707605) (ASRV)
AMERISERV FINANCIAL INC /PA/ (ASRV) (CIK 0000707605)
Date: March 27, 2024 · CIK: 0000707605 · Accession: 0001104659-24-039483
AI Filing Summary & Sentiment
File numbers found in text: 000-11204
Letter
Division of Corporation Finance Office of Mergers and Acquisitions United States Securities and Exchange Commission Washington, D.C. 20549 Re: AmeriServ Financial, Inc. DEFA14A filed March 8, 2024 File No. 000-11204
Dear Mr. Grady and Ms. Chalk:
Set forth below is the response on behalf of AmeriServ Financial, Inc. (the “Company”) to a comment received from the Staff of the Division of Corporation Finance (the “Staff”) of the U.S. Securities and Exchange Commission (the “Commission”) by letter on March 12, 2024, with respect to the Company’s soliciting materials filed as “DEFA14A” with the Commission on March 8, 2024, File No. 000-11204.
For your convenience, the response is prefaced by the exact text of the Staff’s corresponding comment in bold, italicized text.
DEFA14A filed March 8, 2024
General
1. Communications made in reliance on Rule 14a-12 must identify the participants in the solicitation and describe the participants’ “direct or indirect interests.” Please note that the legend must advise security holders where they can currently obtain such information, which requirement is not satisfied by including a general reference to filings made by the soliciting party. See Rule 14a-12(a)(1)(i) and Question 132.03 of the Compliance and Disclosure Interpretations for Proxy Rules and Schedules 14A/14C. Please provide this information in all future soliciting materials.
Vinson & Elkins LLP Attorneys at Law The Grace Building, 1114 Avenue of the Americas, 32nd Floor
Austin Dallas Dubai Houston London Los Angeles New York New York, NY 10036-7708
Richmond San Francisco Tokyo Washington Tel +1.212.237.0000 Fax +1.212.237.0100 velaw.com
U.S. Securities and Exchange Commission March 27, 2024 Page 2
RESPONSE: We acknowledge the Staff’s comment, and we respectfully advise the Staff that the Company intends to comply with Rule 14(a)-12(a)(1)(i) promulgated under the Securities Exchange Act of 1934, as amended, and Question 132.03 of the Compliance and Disclosure Interpretations for Proxy Rules and Schedules 14A/14C in future filings.
* * * * *
U.S. Securities and Exchange Commission March 27, 2024 Page 3
Please contact me directly at (212) 237-0084 with any questions that you have with respect to the foregoing or if any additional supplemental information is required by the Staff.
Very truly yours,
/s/ Lawrence S. Elbaum
Show Raw Text
CORRESP
1
filename1.htm
Lawrence S. Elbaum
lelbaum@velaw.com
Tel 212.237.0084
Fax 917.849.5379
March 27, 2024
VIA ELECTRONIC MAIL AND EDGAR FILING
Blake Grady, Tina Chalk
Special Counsel
Division of Corporation Finance
Office of Mergers and Acquisitions
United States Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
Re:
AmeriServ Financial, Inc.
DEFA14A filed March 8, 2024
File No. 000-11204
Dear Mr. Grady and Ms. Chalk:
Set forth below is the response
on behalf of AmeriServ Financial, Inc. (the “Company”) to a comment received from the Staff of the Division
of Corporation Finance (the “Staff”) of the U.S. Securities and Exchange Commission (the “Commission”)
by letter on March 12, 2024, with respect to the Company’s soliciting materials filed as “DEFA14A” with the Commission
on March 8, 2024, File No. 000-11204.
For your convenience, the
response is prefaced by the exact text of the Staff’s corresponding comment in bold, italicized text.
DEFA14A filed March 8, 2024
General
1.
Communications made in reliance on Rule 14a-12 must identify the participants in the solicitation and describe the participants’
“direct or indirect interests.” Please note that the legend must advise security holders where they can currently obtain
such information, which requirement is not satisfied by including a general reference to filings made by the soliciting party. See Rule 14a-12(a)(1)(i) and
Question 132.03 of the Compliance and Disclosure Interpretations for Proxy Rules and Schedules 14A/14C. Please provide this information
in all future soliciting materials.
Vinson & Elkins LLP Attorneys at Law
The Grace Building, 1114 Avenue of the Americas, 32nd Floor
Austin Dallas Dubai Houston London Los Angeles New York
New York, NY 10036-7708
Richmond San Francisco Tokyo Washington
Tel +1.212.237.0000 Fax +1.212.237.0100 velaw.com
U.S.
Securities and Exchange Commission March 27, 2024 Page 2
RESPONSE: We
acknowledge the Staff’s comment, and we respectfully advise the Staff that the Company
intends to comply with Rule 14(a)-12(a)(1)(i) promulgated under the Securities
Exchange Act of 1934, as amended, and Question 132.03 of the Compliance and Disclosure Interpretations
for Proxy Rules and Schedules 14A/14C in future filings.
* * * * *
U.S.
Securities and Exchange Commission March 27, 2024 Page 3
Please contact me directly at (212) 237-0084 with
any questions that you have with respect to the foregoing or if any additional supplemental information is required by the Staff.
Very truly yours,
/s/ Lawrence S. Elbaum
Lawrence S. Elbaum
cc: C. Patrick
Gadson (pgadson@velaw.com)
David W. Swartz (david.swartz@stevenslee.com)