e8vk
|
|
|
|
OMB APPROVAL |
|
|
OMB Number: 3235-0060 |
|
|
Expires:
January 31, 2008 |
|
|
Estimated average burden hours per response.....38.0 |
|
|
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): May 7, 2007
MACKINAC FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)
|
|
|
|
|
Michigan
|
|
0-20167
|
|
38-2062816 |
|
(State or other jurisdiction
|
|
(Commission
|
|
(IRS Employer |
of incorporation)
|
|
File Number)
|
|
Identification No.) |
|
|
|
130 South Cedar Street |
|
|
Manistique, Michigan
|
|
49854 |
|
(Address of principal executive offices)
|
|
(Zip Code) |
Registrants telephone number, including area code: (888) 343-8147
(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):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
|
|
|
Item 1.01 |
|
Entry into Material Definitive Agreement; Departure of Directors or Certain
Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of
Certain Officers. |
Effective as of May 7, 2007, Mackinac Financial Corporation (the Company) entered into an
Amended and Restated Employment Agreement with Paul D. Tobias pursuant to which Mr. Tobias will
serve as Chairman and Chief Executive Officer of the Company and Chairman of the Companys
principal banking subsidiary, mBank (the Bank), with a salary of not less than $240,000 per
annum, subject to annual increases by the Board.
The Amended and Restated Employment Agreement supersedes and replaces in its entirety the
employment agreement dated August 10, 2004 as amended. The agreement has a term expiring June 30,
2010. In addition to the compensation noted above, the agreement provides for health and other
benefits to be provided to him at least substantially equivalent to other management employees
holding comparable positions and no less than six (6) weeks of paid vacation per calendar year.
The agreement also requires us to reimburse him for all reasonable out-of-pocket expenses in
connection with his employment. We have also agreed in the employment agreement to pay the
reasonable costs of an office in Oakland County and support staff in that office.
If the agreement is terminated, we are to make termination payments in amounts and in a lump sum or
over time depending on the reason the agreement is terminated. The table below summarizes the
termination payments under the agreement.
|
|
|
|
|
|
|
TERMINATION |
|
TERMINATION |
REASON FOR |
|
PAYMENTS |
|
PAYMENTS |
TERMINATION |
|
UNDER OLD CONTRACT |
|
UNDER NEW CONTRACT |
By death
|
|
One year; base
salary and benefits
|
|
No termination
payments required |
|
|
|
|
|
By the Company for cause
|
|
No termination
payments required
|
|
No termination
payments required |
|
|
|
|
|
By Executive voluntarily
|
|
If by Executive for
Good Reason, then:
three years; base
salary, highest
bonus and benefits
|
|
No termination
payments required |
|
|
|
|
|
By the Company without
cause and the effective
date of termination is
during the first 12
months
|
|
Three years; base
salary, highest
bonus and benefits
|
|
Lump sum of 300% of
base salary and
highest bonus; one
year of benefits |
|
|
|
|
|
|
|
TERMINATION |
|
TERMINATION |
REASON FOR |
|
PAYMENTS |
|
PAYMENTS |
TERMINATION |
|
UNDER OLD CONTRACT |
|
UNDER NEW CONTRACT |
By the Company without
cause and the effective
date of termination is
during the second 12
months
|
|
Three years; base
salary, highest
bonus and benefits
|
|
Lump sum of 200% of
base salary and
highest bonus; one
year of benefits |
|
|
|
|
|
By the Company without
cause and the effective
date of termination is
during the third 12
months
|
|
Three years; base
salary, highest
bonus and benefits
|
|
Lump sum of 100% of
base salary and
highest bonus; one
year of benefits |
|
|
|
|
|
Disability
|
|
Two years; base
salary and benefits,
subject to reduction
for long term
disability benefits
received by the
Executive
|
|
Insurance benefits |
|
|
|
|
|
Termination upon Change
of Control (by Executive
or by the Company other
than for Cause)
|
|
If by Executive for
Good Reason or by
Company (other than
for cause or
disability): lump
sum; 300% of
aggregate of base
salary and highest
bonus; and three
years for benefits
|
|
Lump sum of 299% of
current base salary;
one year of benefits |
|
|
|
|
|
|
|
If by Executive
without Good Reason,
100% of base salary
and highest bonus |
|
|
The agreement provides for a specified adjustment to the termination payments should they be
determined to constitute a parachute payment under Section 280G of the Internal Revenue Code.
The agreement includes confidentiality obligations of Mr. Tobias and provides that he will not
engage in competitive activities while employed by us. If his employment is terminated, the
restriction on Mr. Tobiass competitive activities will continue after termination in certain
instances for a period of one year.
A copy of the Amended and Restated Employment Agreement is attached as Exhibit 10.1 hereto and
incorporated herein by reference.
|
|
|
Item 5.02 |
|
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain
Officers; Compensatory Arrangements of Certain Officers. |
The disclosure set forth in Item 1.01 with respect to Mr. Tobias is incorporated herein by
reference.
|
|
|
Item 9.01 |
|
Financial Statements and Exhibits. |
The following exhibits are filed or furnished with this report:
|
|
|
Exhibit No. |
|
Description |
10.1
|
|
Amended and Restated Employment Agreement |
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.
|
|
|
|
|
|
MACKINAC FINANCIAL CORPORATION
|
|
Date: May 11, 2007 |
By: |
/s/ Ernie R. Krueger
|
|
|
|
Ernie R. Krueger |
|
|
|
Executive Vice President and Chief
Financial Officer |
|
|
EXHIBIT INDEX
|
|
|
Exhibit No. |
|
Description |
10.1
|
|
Amended and Restated Employment Agreement |