Fairport, N.Y.-based FSBBancorp, Inc., the proposed new holding company for , expects tosell 1,034,649 common shares at $10 per share, for gross offering proceeds of $10.3million, in connection with the previously announced second-stage conversion.

The Form 8-K added that the offering was oversubscribed in thecommunity offering.

Concurrent with the completion of the offering, common shares of FSB Community Bankshares Inc. (MHC), the current holdingcompany of Fairport Savings, owned by the public will be exchanged for FSB Bancorp'scommon shares, so that existing public shareholders can maintain their ownershippercentage. As a result, the public shareholders will receive 1.0884 shares of FSBBancorp's common stock in exchange for each common share of FSB Community, resultingin an aggregate of 907,070 common shares of FSB Bancorp.

Furthermore, the company will pay cash at a rate of $10 per sharein lieu of fractional shares. After the deal closes, FSB Bancorp will have approximately1,941,719 shares outstanding, subject to adjustment for fractional shares.

FSB Bancorp filed an application to list its common shares onthe Nasdaq Capital Market, given the success of the offering. FSB Bancorp plansto announce the closing date of the offeringand the trading of its common shares on the Nasdaq Capital Market, after it receivesthe approval. FSB Bancorp expects to trade under the symbol FSBC.