Form 8-K

0001193125-12-379288.txt : 20120904 0001193125-12-379288.hdr.sgml : 20120903 20120904170357 ACCESSION NUMBER: 0001193125-12-379288 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20120828 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers FILED AS OF DATE: 20120904 DATE AS OF CHANGE: 20120904 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FIRST ACCEPTANCE CORP /DE/ CENTRAL INDEX KEY: 0001017907 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] IRS NUMBER: 751328153 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12117 FILM NUMBER: 121071641 BUSINESS ADDRESS: STREET 1: 3813 GREEN HILLS VILLAGE DRIVE CITY: NASHVILLE STATE: TN ZIP: 37215 BUSINESS PHONE: 615-844-2800 MAIL ADDRESS: STREET 1: 3813 GREEN HILLS VILLAGE DRIVE CITY: NASHVILLE STATE: TN ZIP: 37215 FORMER COMPANY: FORMER CONFORMED NAME: LIBERTE INVESTORS INC DATE OF NAME CHANGE: 19960701 8-K 1 d406491d8k.htm FORM 8-K Form 8-K

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): August 28, 2012

FIRST ACCEPTANCE CORPORATION

(Exact name of registrant as specified in its charter)


Delaware	001-12117	75-1328153
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

3813 Green Hills Village Drive
Nashville, Tennessee		37215
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (615) 844-2800

(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):

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Section 5 – Corporate Governance and Management

Item 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On August 28, 2012, the Compensation Committee of the Board of Directors of First Acceptance Corporation, or the Company, approved discretionary, contingent compensation to the Company’s named executive officers as listed in the table below. The payment of this compensation is subject to the Company reporting pre-tax income in any given calendar quarter, as determined in accordance with generally accepted accounting principles and exclusive of certain items, such as gains and losses on investment securities, third party diligence expense and other non-recurring expenses. Additionally, in order to receive payment upon satisfaction of the contingency, such person must be an employee of the Company at the time of payment.


Name	Title	Contingent Compensation Amount
Mark A. Kelly	Chief Executive Officer	$	175,000
Joe Borbely	President	$	75,000
John Barnett	Senior Vice President—Finance	$	60,000
Daniel L. Walker	Senior Vice President—Operations	$	60,000
Keith Bornemann	Vice President and Controller	$	28,000

The Compensation Committee has not approved any other incentive compensation plans for future periods at this time.

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.


	First Acceptance Corporation,
	a Delaware corporation

Date: September 4, 2012	By:	/s/ JOHN BARNETT

	Name:	John Barnett
	Title:	Senior Vice President—Finance