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): February 24, 2014

GEORGETOWN BANCORP, INC.

(Exact Name of Registrant as Specified in its Charter)

Maryland	001-35595	80-0817763
(State or Other Jurisdiction of Incorporation)	(Commission File No.)	(I.R.S. Employer Identification No.)

2 East Main Street, Georgetown, MA	01833
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code:  978-352-8600

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

On February 24, 2014, the Board of Directors of Georgetown Bank (the “Bank”), the wholly owned savings bank subsidiary of Georgetown Bancorp, Inc. (the “Company”), adopted individual compensation plans for certain officers of the Bank. The individual incentive plans were adopted pursuant to the Bank’s Incentive Compensation Plan, which was previously disclosed as Exhibit 10.4 to the Annual Report on Form 10-K of Georgetown Bancorp, Inc., our predecessor federal corporation, filed with the SEC on March 31, 2011.

The individual incentive plans for Robert E. Balletto, President and Chief Executive Officer of the Bank, Philip J. Bryan Executive Vice President and Chief Operating Officer of the Bank and Joseph W. Kennedy, Senior Vice President and Chief Financial Officer of the Bank are attached as Exhibits 10.1, 10.2 and 10.3 respectively, to this Form 8-K.

The incentive plans have three levels of performance, at which payments can be made. There are minimum thresholds of performance regarding CAMELS ratings and asset quality that must be maintained in order to receive payment for the achievement of the incentive goals.

Mr. Balletto’s plan provides for a target payment of $34,920, or 18% of current annual salary with the following performance categories: (i) achievement of return on assets (ROA) targets; (ii) achievement of mortgage banking income targets; (iii) achievement of efficiency ratio targets. The target payment can be increased on a sliding scale for improvement in ROA performance, mortgage banking income performance and efficiency ratio performance.

Mr. Bryan’s plan provides for a target payment of $20,350, or 11% of current annual salary with the following performance categories: (i) achievement of ROA targets; (ii) achievement of mortgage banking income targets; (iii) achievement of commercial and retail checking account deposit growth targets; (iv) achievement of commercial loan growth targets. The target payment can be increased on a sliding scale for improvement in ROA performance, mortgage banking income performance and commercial loan growth performance.

Mr. Kennedy’s plan provides for a target payment of $14,960, or 11% of current annual salary with the following performance categories: (i) achievement of ROA targets; (ii) achievement of efficiency ratio targets; (iii) achievement of net interest margin percentage targets. The target payment can be increased on a sliding scale for improvement in ROA performance, efficiency ratio performance and net interest margin performance.

The total cost of the incentive plan for all eligible employees would be approximately $200,179, assuming that all incentive targets were exceeded at various levels and at existing salary levels. The actual cost will vary dependent upon performance.

The individual incentive plans referred to above are filed as Exhibits hereto, and the foregoing descriptions of such plans are qualified by reference to the plans themselves.

Item 9.01.Financial Statements and Exhibits.

(a)Not Applicable.

(b)Not Applicable.

(c)Not Applicable.

(d)Exhibits

10.1Individual Incentive Plan for Robert E. Balletto

10.2Individual Incentive Plan for Philip J. Bryan

10.3Individual Incentive Plan for Joseph W. Kennedy

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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.

	GEORGETOWN BANCORP, INC.
DATE: February 26, 2014		By:	\s\ Joseph W. Kennedy
			Joseph W. Kennedy
			Senior Vice President and Chief Financial
			Officer and Treasurer

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EX-10.1

Exhibit 10.1

2014 Incentive Compensation Plan
Effective January 1, 2014
Personal and Confidential

EmployeeRobert E. Balletto	2014 Base Salary	$	194,000
TitlePresident/CEO	2014 Bonus Target	18		%	$	34,920

ThresholdsMaintain CAMELS rating at one of the two highest ratings

Maintain an Asset Quality rating of “Satisfactory” or better

Maintain Loan Quality Control rating at “Satisfactory” or better

Goal #1:Achieve Return on Assets

Annual Payout Target 30% = $ 10,476

	Payout
Goals
95% of Budget	$	3,457
At Budget	$	6,914
106% of Budget	$	10,476
Stretch Goal
Every .03% over 106% of Budget	$	3,457

Goal #2:Total Mortgage Banking Income

Annual Payout Target 30% = $ 10,476

	Payout
Goals
At Budget	$	5,238
110% of Budget	$	10,476
Stretch Goal
Every $118K over 110% of Budget	$	3,492

Goal #3:Achieve Efficiency Ratio

Annual Payout Target 40% = $ 13,968

	Payout
Goals
102% of Budget	$	4,656
At Budget	$	9,312
97% of Budget	$	13,968
Stretch Goal
Every 2% under 97% of Budget	$	4,656

NOTES:

Bonus targets are based on Georgetown Bancorp Inc. 2014 budget.

All dollar figures are based on  estimates of annualized salary.  Incentive payments are based on the employee’s actual base compensation for the fiscal year, which includes  straight time pay,  vacation, holiday, personal, sick and jury duty pay.   Overtime and other payments including previous year’s bonus payout will be excluded from the calculation.

To be eligible for the Incentive Compensation, the employee must be actively employed, performing at a level of “satisfactory” or above, and not be on a written warning at the time of the incentive payment.

The Bank shall have the right to rescind and recoup or “clawback” incentive payments paid under this plan if the Compensation Committee concludes that such awards were paid out based on information that is later found to be materially incorrect, including payments that were determined, in whole or in part, on financial statement information that is subsequently restated.

By signing below I confirm receipt of my Incentive Compensation Plan and my understanding of the provisions stated above.

Robert E. Balletto	Date
Kathleen R. Sachs, Director	Date
Chair, Compensation Committee

EX-10.2

Exhibit 10.2

2014 Incentive Compensation Plan Effective January 1, 2014 Personal and Confidential

EmployeePhilip J. Bryan	2014 Base Salary	$	185,000
TitleEVP/COO	2014 Bonus Target	11		%	$	20,350

ThresholdsMaintain CAMELS rating at one of the two highest ratings

Maintain an Asset Quality rating of “Satisfactory” or better

Maintain Loan Quality Control rating at “Satisfactory” or better

Goal #1:Achieve Return on Assets

Annual Payout Target 20% = $ 4,070

	Payout
Goals
95% of Budget	$	1,343
At Budget	$	2,686
106% of Budget	$	4,070
Stretch Goal
Every .03% over 106% of Budget	$	1,343

Goal #2:  Total Mortgage Banking Income

Annual Payout Target 35% = $ 7,123

	Payout
Goals
At Budget	$	3,561
110% of Budget	$	7,123
Stretch Goal
Every $118K over 110% of Budget	$	2,374

Goal #3:  Increase Commercial and Retail Checking Account Deposits (no Money Market)

Annual Payout Target 35% = $ 7,123

	Payout
Goals
95% of Budget	$	2,350
At Budget	$	4,701
115% of Budget	$	7,123
Stretch Goal
Every $1.3M over 115% of Budget	$	2,350

Goal #4:  Increase Commercial Loan Balances

Annual Payout Target 10% = $ 2,035

	Payout
Goals
95% of Budget	$	672
At Budget	$	1,343
110% of Budget	$	2,035
Stretch Goal
Every $2M over 110% of Budget	$	672

NOTES:

Bonus targets are based on Georgetown Bancorp Inc. 2014 budget.

All dollar figures are based on  estimates of annualized salary.  Incentive payments are based on the employee’s actual base compensation for the fiscal year, which includes  straight time pay,  vacation, holiday, personal, sick and jury duty pay.   Overtime and other payments including previous year’s bonus payout will be excluded from the calculation.

To be eligible for the Incentive Compensation, the employee must be actively employed, performing at a level of “satisfactory” or above, and not be on a written warning at the time of the incentive payment.

The Bank shall have the right to rescind and recoup or “clawback” incentive payments paid under this plan if the Compensation Committee concludes that such awards were paid out based on information that is later found to be materially incorrect, including payments that were determined, in whole or in part, on financial statement information that is subsequently restated.

By signing below I confirm receipt of my Incentive Compensation Plan and my understanding of the provisions stated above.

Philip J. Bryan	Date
Robert E. Balletto, CEO/President	Date

EX-10.3

Exhibit 10.3

2014 Incentive Compensation Plan Effective January 1, 2014

EmployeeJoseph W. Kennedy	2014 Base Salary	$	136,000
TitleSVP/CFO	2014 Bonus Target	11		%	$	14,960

ThresholdsMaintain CAMELS rating at one of the two highest ratings

Maintain an Asset Quality Rating of “Satisfactory” or better

Goal #1:  Achieve Return on Assets

Annual Payout Target 60% = $ 8,976

	Payout
Goals
95% of Budget	$	2,962
At Budget	$	5,924
106% of Budget	$	8,976
Stretch Goal
Every .03% over 106% of Budget	$	2,962

Goal #2: Achieve Efficiency Ratio

Annual Payout Target 20% = $ 2,992

	Payout
Goals
102% of Budget	$	997
At Budget	$	1,995
97% of Budget	$	2,992
Stretch Goal
Every 2% under 97% of Budget	$	997

Goal #3:  Achieve Net Interest Margin Percentage

Annual Payout Target 20% = $ 2,992

	Payout
Goals
98% of Budget	$	987
At Budget	$	1,975
102% of Budget	$	2,992
Stretch Goal
Every 0.07% over 102% of Budget	$	987

NOTES:

Bonus targets are based on Georgetown Bancorp Inc. 2014 budget.

All dollar figures are based on  estimates of annualized salary.  Incentive payments are based on the employee’s actual base compensation for the fiscal year, which includes  straight time pay,  vacation, holiday, personal, sick and jury duty pay.   Overtime and other payments including previous year’s bonus payout will be excluded from the calculation.

To be eligible for the Incentive Compensation, the employee must be actively employed, performing at a level of “satisfactory” or above, and not be on a written warning at the time of the incentive payment.

The Bank shall have the right to rescind and recoup or “clawback” incentive payments paid under this plan if the Compensation Committee concludes that such awards were paid out based on information that is later found to be materially incorrect, including payments that were determined, in whole or in part, on financial statement information that is subsequently restated.

By signing below I confirm receipt of my Incentive Compensation Plan and my understanding of the provisions stated above.

Joseph W. Kennedy	Date
Robert E. Balletto, CEO/President	Date