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): January 26, 2015

GEORGETOWN BANCORP, INC.

(Exact Name of Registrant as Specified in its Charter)

Maryland	001-35595	80-0817763
(State or Other Jurisdiction	(Commission File No.)	(I.R.S. Employer
of Incorporation)		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 January 26, 2015, 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, Frederick H. Weismann 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 $36,000, or 18% of current annual salary with the following performance categories: (i) achievement of return on assets (ROA) targets; (ii) achievement of efficiency ratio targets. The target payment can be increased on a sliding scale for improvement in all of the performance categories.

Mr. Weismann’s plan provides for a target payment of $24,500, or 14% of current annual salary with the following performance categories: (i) achievement of ROA targets; (ii) achievement of commercial and retail checking account deposit growth targets; (iii) achievement of commercial loan growth targets; (iv) achievement of fee income targets associated with Small Business Association (SBA) loans. The target payment can be increased on a sliding scale for improvement in all of the performance categories.

Mr. Kennedy’s plan provides for a target payment of $15,409, 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 all of the performance categories.

The total cost of the incentive plan for all eligible employees would be approximately $202,936, 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 Frederick H. Weismann

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: January 29, 2015		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

2015 Incentive Compensation Plan
Effective January 1, 2015
Personal and Confidential

Employee	Robert E. Balletto	2015 Base Salary	$	200,000
Title	President/CEO	2015 Bonus Target	18		%	$	36,000
Thresholds	Maintain 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:	Bank Profitability: Achieve Return on Assets

Annual Payout Target 70% = $ 25,200

	Payout
Goals
95% of Budget =	$	8,400
At Budget =	$	16,800
106% of Budget =	$	25,200
Stretch Goal
Every .03% over 106% of Budget	$	8,400

Goal #2: Achieve Efficiency Ratio

Annual Payout Target 30% = $ 10,800

	Payout
Goals
102% of Budget =	$	3,600
At Budget =	$	7,200
97% of Budget =	$	10,800
Stretch Goal
Every 2% under 97% of Budget	$	3,600

NOTES:

Bonus targets are based on Georgetown Bancorp Inc. 2015 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.

/s/ Robert E. Balletto	January 26, 2015
Robert E. Balletto	Date
/s/ Kathleen R. Sachs	January 26, 2015
Kathleen R. Sachs, Director	Date
Chair, Compensation Committee

EX-10.2

Exhibit 10.2

2015 Incentive Compensation Plan Effective January 1, 2015 Personal and Confidential

Employee	Frederick H. Weismann	2015 Base Salary	$	175,000
Title	EVP/COO	2015 Bonus Target	14		%	$	24,500
Thresholds	Maintain 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:	Bank Profitability:  Achieve Return on Assets

Annual Payout Target 50% = $ 12,250

	Payout
Goals
95% of Budget =	$	4,083
At Budget =	$	8,167
106% of Budget =	$	12,250
Stretch Goal
Every .03% over 106% of Budget	$	4,083

Goal #2: Increase Commercial and Retail Checking Deposit Balances

Annual Payout Target 20% = $ 4,900

	Payout
Goals
95% of Budget =	$	1,633
At Budget =	$	3,267
110% of Budget =	$	4,900
Stretch Goal
Every $1.3 M over 110% of Budget	$	1,633

Goal #3: Increase Commercial Loan Balances

Annual Payout Target 20% = $ 4,900

	Payout
Goals
95% of Budget =	$	1,633
At Budget =	$	3,267
110% of Budget =	$	4,900
Stretch Goal
Every $2.1M over 110% of Budget	$	1,633

Goal #4: Achieve SBA Fee Income Target

Annual Payout Target 10% = $ 2,450

	Payout
Goals
95% of Budget =	$	817
At Budget =	$	1,633
105% of Budget =	$	2,450
Stretch Goal
Every $100,000 over 105% of Budget	$	817

NOTES:

Bonus targets are based on Georgetown Bancorp Inc. 2015 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.

/s/ Frederick H. Weismann	January 26, 2015
Frederick H. Weismann	Date
/s/ Robert E. Balletto	January 26, 2015
Robert E. Balletto, CEO/President	Date

EX-10.3

Exhibit 10.3

2015 Incentive Compensation Plan
Effective January 1, 2015

Employee	Joseph W. Kennedy	2015 Base Salary	$	140,080
Title	SVP/CFO	2015 Bonus Target	11		%	$	15,409
Thresholds	Maintain CAMELS rating at one of the two highest ratings
	Maintain an Asset Quality Rating of “Satisfactory” or better
Goal #1:	Bank Profitability:  Achieve Return on Assets

Annual Payout Target 60% = $ 9,245

	Payout
Goals
95% of Budget =	$	3,082
At Budget =	$	6,164
106% of Budget =	$	9,245
Stretch Goal
Every .03% over 106% of Budget	$	3,082

Goal #2: Achieve Efficiency Ratio

Annual Payout Target 20% = $ 3,082

	Payout
Goals
102% of Budget =	$	1,027
At Budget =	$	2,055
97% of Budget =	$	3,082
Stretch Goal
Every 2% under 97% of Budget	$	1,027

Goal #3: Achieve Net Interest Margin Percentage

Annual Payout Target 20% = $ 3,082

	Payout
Goals
98% of Budget =	$	1,027
At Budget =	$	2,055
102% of Budget =	$	3,082
Stretch Goal
Every 0.07% over 102% of Budget	$	1,027

NOTES:

Bonus targets are based on Georgetown Bancorp Inc. 2015 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.

/s/ Joseph W. Kennedy	January 26, 2015
Joseph W. Kennedy	Date
/s/ Robert E. Balletto	January 26, 2015
Robert E. Balletto, CEO/President	Date