0001564590-16-015057.txt : 20160318 0001564590-16-015057.hdr.sgml : 20160318 20160318160514 ACCESSION NUMBER: 0001564590-16-015057 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20150315 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20160318 DATE AS OF CHANGE: 20160318 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: 161516113 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 fac-8k_20150315.htm 8-K fac-8k_20150315.htm

 

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):     March 15, 2016

First Acceptance Corporation

(Exact name of registrant as specified in its charter)

 

Delaware

 

1-12117

 

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):

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))

 

 

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.

 

2015 Cash Bonuses

 

On March 15, 2016, the Compensation Committee of the Board of Directors of First Acceptance Corporation, or the Company, awarded cash bonuses to the Company’s 2015 named executive officers as follows:

 

Name

 

Amount

Joseph S. Borbely

 

$212,500

Brent Gay

 

$112,500

 

  

2016 Restricted Stock Awards

 

On March 15, 2016, the Compensation Committee of the Board of Directors approved awards of restricted stock units that cliff vest on the third anniversary of the date of grant or an earlier change of control of the Company.  Each award was made under the Amended and Restated First Acceptance Corporation 2002 Long Term Incentive Plan and pursuant to an award agreement. The Company’s 2015 named executive officers received restricted stock unit awards in the amounts set forth in the table below.

 

Name

 

RSUs Awarded

Joseph S. Borbely

 

52,174

Brent Gay

 

32,609

 

2016 Base Salary Increases

 

On March 15, 2016, the Compensation Committee of the Board of Directors determined to increase the salaries of Messrs. Borbely and Gay as follows for 2016:

 

 

Name

 

2015 Salary

 

2016 Salary

 

Increase

Joseph S. Borbely

 

$400,000

 

$430,000

 

$30,000

Brent Gay

 

$260,000

 

$290,000

 

$30,000

 

The increase in salaries will be effective April 1, 2016.

 

 

Section 9 – Financial Statements and Exhibits

Item 9.01     Financial Statements and Exhibits.

 

(a)

Financial statements of businesses acquired.

Not applicable.

 

(b)

Pro forma financial information.

Not applicable.

 

(c)

Shell company transactions.

Not applicable.

 

(d)

Exhibits.

The following exhibits are filed or furnished, depending on the relative item requiring such exhibit, in accordance with the provisions of Item 601 of Regulation S-K and Instruction B.2 to this form.

 

Exhibit

Number

 

Description of Exhibit

 

10.1

 

 

Compensation Arrangement with Joseph S. Borbely

 

10.2

 

Compensation Arrangement with Brent J. Gay

 

 

 

 

 

 

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: March 18, 2016

 

By:

/s/ BRENT J. GAY

 

 

 

 

Name:

Brent J. Gay

 

 

 

 

Title:

Chief Financial Officer

 

 

 

 

INDEX TO EXHIBITS

 

Exhibit

Number

 

Description of Exhibit

 

10.1

 

 

Compensation Arrangement with Joseph S. Borbely

 

10.2

 

Compensation Arrangement with Brent J. Gay

 

 

 

 

 

 

 EX-10.1 2 fac-ex101_8.htm EX-10.1 fac-ex101_8.htm

Exhibit 10.1

 

Compensation of Joseph S. Borbely

 

Annual Base Salary:

$430,000 commencing on April 1, 2016, subject to increase at the discretion of the Compensation Committee.

 

 

Bonus:

Mr. Borbely is entitled to participate in the Senior Management Bonus Program.

 

 

 EX-10.2 3 fac-ex102_7.htm EX-10.2 fac-ex102_7.htm

 

Exhibit 10.2

 

Compensation of Brent J. Gay

 

Annual Base Salary:

$290,000 commencing on April 1, 2016, subject to increase at the discretion of the Compensation Committee.

 

 

Bonus:

Mr. Gay is entitled to participate in the Senior Management Bonus Program.