-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, JO8jhxumB46f2a48NMHNojpGxO960e2AfEYYUVYLeLRysmRTccpDbgBIOIwb5PDG XkaevBMWXUuUWmmKV1djPg== 0001104659-10-007417.txt : 20100216 0001104659-10-007417.hdr.sgml : 20100215 20100216170213 ACCESSION NUMBER: 0001104659-10-007417 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20100209 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers FILED AS OF DATE: 20100216 DATE AS OF CHANGE: 20100216 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FIRSTCITY FINANCIAL CORP CENTRAL INDEX KEY: 0000828678 STANDARD INDUSTRIAL CLASSIFICATION: SHORT-TERM BUSINESS CREDIT INSTITUTIONS [6153] IRS NUMBER: 760243729 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 033-19694 FILM NUMBER: 10609253 BUSINESS ADDRESS: STREET 1: 6400 IMPERIAL DRIVE CITY: WACO STATE: TX ZIP: 76712 BUSINESS PHONE: 2547511750 MAIL ADDRESS: STREET 1: 6400 IMPERIAL DRIVE CITY: WACO STATE: TX ZIP: 76712 FORMER COMPANY: FORMER CONFORMED NAME: FIRST CITY BANCORPORATION OF TEXAS INC/ DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: FIRST CITY ACQUISITION CORP DATE OF NAME CHANGE: 19880523 8-K 1 a10-3914_18k.htm CURRENT REPORT OF MATERIAL EVENTS OR CORPORATE CHANGES

 

 

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 9, 2010

 

FIRSTCITY FINANCIAL CORPORATION

(Exact name of registrant as specified in its charter)

 

Delaware

 

033-19694

 

76-0243729

(State of
incorporation)

 

(Commission File
No.)

 

(IRS Employer
Identification No.)

 

6400 Imperial Drive, Waco, Texas

 

76712

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code: (254) 761-2800

 

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 obligations of the registrant under any of the following provisions:

 

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.

 

On February 9, 2010, the Board of Directors of FirstCity Financial Corporation (“FirstCity”) approved the recommendation of the Compensation Committee for a 2010 bonus plan for certain executive officers of FirstCity. The bonus plan provides that a bonus pool for the executive officers will be cumulatively funded to the extent that the net earnings to FirstCity common shareholders for calendar year 2010, prior to accrual for compensation under the bonus plan, exceed a minimum threshold of $0.90 per share outstanding (based on 10 million shares outstanding) as follows:

 

·                  Tranche 1: Net earnings from $0.90 to $1.20 per common share outstanding — Fifty percent of the difference over $0.90 per share outstanding (up to $1.20 per share) will be funded to the bonus pool.

·                  Tranche 2: Net earnings from $1.20 to $2.00 per common share outstanding — Twenty-five percent of the difference over $1.20 per share outstanding (up to $2.00 per share) will be funded to the bonus pool.

·                  Tranche 3: Net earnings in excess of $2.00 per common share outstanding — Ten percent of the difference over $2.00 per share outstanding will be funded to the bonus pool.

 

The form of compensation to the executive officers under the bonus plan, if funded, will be comprised of cash and FirstCity restricted stock (with a three-year vesting period) as follows: Tranche 1, 80% cash and 20% restricted stock; Tranche 2, 60% cash and 40% restricted stock; and Tranche 3, 40% cash and 60% restricted stock. The terms of the restricted stock awards and number of shares to be awarded pursuant to the bonus plan will be determined by the Compensation Committee of FirstCity pursuant to the terms of the existing Stock Option and Award Plans of FirstCity.

 

The executive officers, including named executive officers of FirstCity, participating in the bonus plan are eligible to receive up to 65% of the funded amount of the bonus plan as follows: James T. Sartain (15%), Jim W. Moore (10%), Terry R. DeWitt (10%), James C. Holmes (10%), J. Bryan Baker (10%), and Mark B. Horrell (10%). The initial allocations of the bonus plan are subject to the executive officer remaining employed by FirstCity through the end of fiscal year 2010 and the satisfactory performance by the executive officer of his duties for FirstCity. The remaining 35% of the funded bonus plan and any portion of the initial allocation which is not awarded according to the initial allocation as a result of a forfeiture or reduction by the Compensation Committee may be distributed at the discretion of the Compensation Committee to these certain executive officers and/or other executive officers.

 

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.

 

 

FIRSTCITY FINANCIAL CORPORATION

 

 

 

 

 

 

Date: February 16, 2010

By:

/s/ J. Bryan Baker

 

 

J. Bryan Baker

 

 

Senior Vice President and Chief Financial Officer

 

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