8-K

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)      January 27, 2014

World Acceptance Corporation

(Exact Name of Registrant as Specified in its Charter)

South Carolina	0-19599	57-0425114
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

108 Frederick Street

        Greenville, South Carolina  29607

(Address of Principal Executive Offices)

(Zip Code)

(864) 298-9801

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(Former name or address, if changed from 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 5.02    Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On January 27, 2014, World Acceptance Corporation (the “Company”) reported that Janet Lewis Matricciani, 46, has been appointed Chief Operating Officer of the Company, effective January 27, 2014.

Ms. Matricciani has over 17 years of business experience, primarily in the financial services arena.  Most recently, she was the CEO of Antenna International from 2010 through 2013.  She has also worked as Senior Vice President of Corporate Development for K12 INC. from 2008 through 2010; as Executive Vice President for Countrywide Financial Corporation from 2005 through 2007; as Managing Director for Capital One Financial Corporation from 2001 through 2005; as Engagement Manager for McKinsey & Company from 1997 through 2000; and as Case Team Leader for Monitor Company from 1994 through 1997.

Ms. Matricciani’s employment with the Company will be on an “at will” basis.  Her initial base salary will be $350,000, and she will be eligible to participate in the Company’s Executive Incentive Plan, its annual cash bonus plan and to receive a prorated bonus to the extent the Company establishes its performance targets under this plan.  Ms. Matricciani will be eligible to participate in other Company benefit programs on a basis commensurate with her position.  The Company has also agreed to provide Ms. Matricciani temporary housing for a period not to exceed six months and to cover her reasonable relocation costs.  The Company has also agreed that in the event Ms. Matricciani should be terminated for other than cause, she will be compensated at her base salary rate for a period of one year from the date of such termination.

A copy of the employment contract with Ms. Matricciani is attached as exhibit 99.1 and is incorporated by reference in response to this Item 5.02.

Item 9.01.    Financial Statements and Exhibits.

(d) Exhibits

Exhibit 99.1 – Employment contract with Janet Matricciani dated January 17, 2014.

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.

Date:   January 27, 2014
	World Acceptance Corporation
	By:	/s/ A. Alexander McLean, III
		A. Alexander McLean, III
		Chief Executive Officer

EXHIBIT INDEX

Exhibit Number	Exhibit
99.1	Employment contract with Janet Matricciani dated January 17, 2014.

EX-99.1

Exhibit 99.1

January 17, 2014

Janet Matricciani

13220 Compton Road

Clifton, VA  20124

Dear Janet:

On behalf of World Acceptance Corporation, I am pleased to offer you the position of Chief Operations Officer, reporting directly to me as Chairman of the Board and Chief Executive Officer.   I am excited to be able to make this offer and believe that you will become a vital part of World Acceptance Corporation.

- Your initial base salary will be $350,000 paid semi-monthly on the 15th and last working day of the month.  Annual merit reviews for the senior management team are conducted in May of each year with merit increases taking effect on June 1st.  Your first review will be in May, 2015.

- You will be included in our Executive Incentive Plan, which will afford you an opportunity to earn up to 135% of your annual base salary based on the Company performance targets as set by the Board.  The plan is reviewed annually by our compensation committee and revised at their discretion. These bonus payments are normally paid in April.  For the current fiscal year, your bonus amount will be pro rata based on your employment date

- If for any reason other than for cause that you should be terminated from this position, you will be eligible to receive your then current base salary for twelve months from the date of such termination.

- You will be entitled to participate in our Company Car Program.  The Company will purchase a new car for your use in compliance with the policy which allows $41,000 for the COO position.  Gas, insurance, and other related expenses will be covered by the company.

- You will be eligible for 4 weeks of vacation annually based on the Company’s published vacation plan.

- You will be eligible to participate in the Company’s 401(k) retirement plan after meeting the eligibility requirements.

- You will be eligible to participate in the stock option program where options and restricted stock are granted at the discretion of the Compensation Committee of the Board of Directors.

- We will provide you with temporary housing as needed for a period not to exceed six months as well as cover reasonable relocation costs to be determined upon your acceptance of this offer.

- You will be able to participate in a comprehensive benefit program commensurate with your position including:

o   Health Insurance Plan

o   Dental Insurance Plan

o   Life Insurance with Accidental Death and Dismemberment

o   Supplemental/Dependent Life Insurance (If you so desire)

o   Short and Long Term Disability Insurance

Janet, we are looking forward to your joining World Acceptance Corporation and know that World will further the successes we have already had and move into the future with even greater successes with your participation.  We know this will be a challenging position which will fully encompass you but we all believe that you are up to the challenges and opportunities.

This offer is contingent upon you providing the Company with evidence of your eligibility to work in the United States.

Your employment with the Company is considered to be “at-will” and neither this letter nor any oral or written representations shall constitute a contract of employment for a particular term.

I am looking forward to having you join the World Acceptance team.  Should you have any questions regarding this offer, please do not hesitate to contact me.

Sincerely,

A. A. McLean, III

Chief Executive Officer

Acceptance

_____________________________________________

Janet Matricciani