UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): February 17, 2009 (February 10, 2009)
FIRST ACCEPTANCE CORPORATION
(Exact Name of Registrant as Specified in Charter)
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Delaware
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001-12117
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75-1328153 |
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(State or Other Jurisdiction
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(Commission File
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(I.R.S. Employer |
of Incorporation)
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Number)
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Identification No.) |
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3322 West End Ave, Suite 1000 |
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Nashville, Tennessee
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37203 |
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(Address of Principal Executive Offices)
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(Zip Code) |
(615) 844-2800
(Registrants Telephone Number, Including Area Code)
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):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain
Officers; Compensatory Arrangements of Certain Officers.
On February 10, 2009, the Compensation Committee of the Board of Directors (the Committee)
of First Acceptance Corporation (the Company) approved the Companys Management Bonus Plan for
2009 (the Bonus Plan). Pursuant to the terms of the Bonus Plan, certain employees of the
Company, including the Companys executive officers, are eligible to receive cash bonuses based
upon each employees attainment of individual performance objectives and the Companys attainment
of financial performance objectives, each as determined by the Committee. The amount of the cash
bonuses paid will be based 50% upon the attainment of individual performance objectives and 50%
upon the attainment of Company financial performance objectives. The amount available to be paid
as cash bonuses upon the Companys attainment of financial performance objectives will be equal to
7.5% of the amount by which the Companys pre-tax income (as adjusted to exclude expenses related
to the class action litigation against the Company in Alabama and Georgia, charges related to other
than temporary impairments of investments, and restructuring charges) exceeds a target established
by the Committee. The cash bonus payable to an employee pursuant to the attainment of Company
financial performance objectives will be limited to his or her pro rata portion (based upon his or
her maximum bonus potential as a percentage of the aggregate bonus potential for all employees) of
the amount available to be paid and reduced by the percentage of the individual performance
objectives not attained by that employee. The maximum total bonus award that Stephen J. Harrison,
Edward L. Pierce, Kevin P. Cohn, Daniel L. Walker and Keith E. Bornemann can receive in 2009, as
set forth in such executive officers respective employment agreement, is 100% of base salary for
Mr. Harrison, 75% of base salary for Mr. Pierce, 66.7% of base salary for Mr. Cohn, 50% of base
salary for Mr. Walker and 35% of base salary for Mr. Bornemann.
SIGNATURE
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.
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FIRST ACCEPTANCE CORPORATION
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Date: February 17, 2009 |
By: |
/s/ Stephen J. Harrison
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Stephen J. Harrison |
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Chief Executive Officer |
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