-----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, N4bmWBz51LLFToxnJFk9dOap9Gk5m/TOdzSDITHMtH5FQr5BtERrHTAb/aoGmSoo +UDbeb1Z5Ac873J3XVqJcA== 0000875357-07-000040.txt : 20071130 0000875357-07-000040.hdr.sgml : 20071130 20071130155325 ACCESSION NUMBER: 0000875357-07-000040 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20071130 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20071130 DATE AS OF CHANGE: 20071130 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BOK FINANCIAL CORP ET AL CENTRAL INDEX KEY: 0000875357 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 731373454 STATE OF INCORPORATION: OK FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-19341 FILM NUMBER: 071277886 BUSINESS ADDRESS: STREET 1: BANK OF OKLAHOMA TOWER STREET 2: PO BOX 2300 CITY: TULSA STATE: OK ZIP: 74192 BUSINESS PHONE: 9185953025 MAIL ADDRESS: STREET 1: BANK OF OKLAHOMA TOWER STREET 2: P O BOX 2300 CITY: TULSA STATE: OK ZIP: 74192 8-K 1 form8k113007.txt FORM 8-K 11/30/07 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): November 27, 2007 BOK FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Oklahoma 000-19341 73-1373454 -------- --------- ---------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) Bank of Oklahoma Tower, Boston Avenue at Second Street, Tulsa, Oklahoma 74172 (Address of principal executive offices) Registrant's telephone number, including area code: (918) 588-6000 _____________________N/A___________________________ (Former name or former address, if changes 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: |_| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425). |_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12). |_| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)). |_| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)). INFORMATION TO BE INCLUDED IN THE REPORT ITEM 1.01. Entry into a Material Definitive Agreement. On November 27, 2007, BOK Financial Corporation and W. Jeffrey Pickryl, Senior Executive Vice-President with responsibility for the Company's banking subsidiaries in Arizona, Colorado, New Mexico, and Texas, entered into an amendment of Mr. Pickryl's employment agreement pursuant to which Mr. Pickryl will assume the duties of Senior Executive Vice-President and Chief Credit Officer upon the retirement of Chuck Cotter, currently Executive Vice President and Chief Credit Officer. Mr. Cotter's retirement is anticipated sometime prior to the second quarter of 2009. A plan to transition Mr. Pickryl's responsibilities will be developed over the next few months. ITEM 502(b). Departure of Directors. On November 28, 2007, David Kyle tendered his resignation from the Board of Directors to pursue personal interests concurrent with his retirement as chief executive officer of ONEOK, Inc. ITEM 9.01. Financial Statements and Exhibits. Exhibits 99(a) Amendment to Employment Agreement dated November 27, 2007 between BOK Financial Corporation and W. Jeffrey Pickryl. Signature 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. BOK FINANCIAL CORPORATION By: /s/ Steven E. Nell -------------------------------- Steven E. Nell Executive Vice President Chief Financial Officer Date: November 28, 2007 EX-99 2 exhibit99t.txt (A) AMENDMENT TO EMPLOYMENT AGREEMENT Exhibit 99 (a) AMENDMENT TO EMPLOYMENT AGREEMENT This Amendment to Employment Agreement ("Amendment") is made this 27th day of November, 2007 (the "Second Amendment Date") between the following parties ("Parties"): (i) BOK Financial Corporation, an Oklahoma corporation ("BOKF"); and, (ii) W. Jeffrey Pickryl, an individual currently residing in Tulsa, Oklahoma (the "Executive"). BOKF and Executive, in consideration of the promises and covenants set forth herein (the receipt and adequacy of which are hereby acknowledged) and intending to be legally bound hereby, agree as follows: (1) Purpose of Second Amendment. The purpose of this Second Amendment is as follows: (a) Executive and BOKF have heretofore entered into that certain Employment Agreement dated September 29, 2003 as amended by that certain Amendment to Employment Agreement dated August 30, 2004 (the "Agreement"). (b) Executive is currently serving as Senior Executive Vice-President of BOKF. Executive is responsible for Bank of Bank of Albuquerque, National Association, Bank of Arizona, National Association, Bank of Texas, National Association, and Colorado State Bank and Trust Company National Association. Executive currently resides in Dallas, Texas. (c) BOKF desires that Executive relocate to Tulsa, Oklahoma to serve as Senior Executive Vice-President and Chief Credit Officer of BOKF and all of its subsidiary banks ("SEVP-CCO"). (d) This Second Amendment sets forth the agreement of Executive and BOKF respecting Executive's relocation to Tulsa, Oklahoma and assumption of the duties as SEVP-CCO of BOKF. (2) Relocation and Assumption of Duties as SEVP-CCO of BOKF. Executive agrees, as a term of the Employment Agreement, to relocate to Tulsa, Oklahoma and assume the duties of SEVP-COO on or before March 31, 2009. (a) Executive shall purchase a home in Tulsa at his convenience. At such time as Executive purchases a home in Tulsa (the "Oklahoma Home Purchase"), BOKF shall purchase Executive's exiting Texas home. The purchase of Executive's existing Texas home (the "Texas Home Purchase") shall be on the following terms and conditions: (i) The Texas Home Purchase shall be consummated contemporaneously with the Oklahoma Home Purchase or as near thereto as is practicable. (ii) BOKF shall purchase the Texas Home on the following terms and conditions: (A) BOKF shall engage two real estate appraisers approved by Executive (provided such approval is not unreasonable withheld, delayed or denied) to provide two separate appraisals. (B) BOKF shall pay Executive the average of the two appraisals but not less than the price paid by Executive for such residence, less the payoff amount of any purchase money mortgage on the residence. (C) Executive shall convey the residence to BOKF, free and clear of all liens, claims, and encumbrances (except any purchase money mortgage on the residence), by general warranty deed. (D) Usual and customary pro-rations shall be settled between Executive and BOKF in connection with such purchase. (E) BOKF shall reimburse Executive, against reasonable documentation thereof, for usual and customary closing costs incurred in connection with the purchase by BOKF of the Texas Home, grossed up for income taxes as provided in footnote 1. (iii) BOKF shall provide the services of a nationally recognized mover to pack and move Executive's household goods to the Tulsa Metropolitan Area. (b) Executive shall assume the duties of SEVP-COO and begin to work full time in Tulsa at a time specified by the Chief Executive Officer, provided the date of such relocation shall not unreasonably inconvenience Executive. Until Executive relocates to Tulsa, Executive shall commute to Tulsa for each work week and Executive shall pay his own Dallas living expenses. (c) BOKF shall reimburse Executive for his commuting costs and the costs of relocation and like matters in the reasonable discretion of the Chief Executive Officer. (d) BOKF shall pay Executive $75,000 (grossed up for income taxes(1)) as a relocation bonus, payable with two weeks following the date on which (1) The gross-up shall be calculated at the highest incremental rate actually experienced by Executive. For example, if taxed in Oklahoma, the rate would be as follows: assuming the highest tax bracket for federal, the Oklahoma state rate less the federal benefit, medicare, and assuming the FICA limit has already been met, the composite rate would be 41% broken down as follows: 35% Federal 4.55% State (after federal deduction) 1.45% Medicare or a total 41%. Executive assumes the duties of SEVP-CCO as contemplated in Paragraph 2(a). (3) Provisions Respecting Successor to Existing Duties. BOKF and Executive shall cooperate with each other in recruiting a successor for the Executive's current duties and responsibilities. (4) Return to Line Position. In the event (i) Executive assumes the duties and responsibilities of the Chief Credit Officer of BOKF as herein contemplated and (ii) a successor to Stanley A. Lybarger assumes the duties and responsibilities of Chief Executive Officer of BOKF (the "CEO Successor") and Executive is not the CEO Successor, BOKF shall, within a reasonable period of time and subject to the conditions hereafter set forth (the "Conditions"), re-assign Executive to a line position having (i) the title of Senior Executive Vice-President and (ii) materially the same duties and responsibilities and commensurate compensation as Executive then has. (a) The Conditions are: (i) Executive shall have recruited a chief credit officer for BOKF (the "CCO"); (ii) At the time of recruitment, the Chief Executive Officer and Executive mutually agree the CCO is qualified to be the Chief Credit Officer of BOKF; and, (iii) The recruited candidate has accepted the position of CCO of BOKF. (b) In the event the Chief Executive Officer and Executive do not, each in the exercise of his good faith judgment, agree the Conditions have been met, the issue or issues shall be presented to the full Board of Directors of BOKF for determination and the determination of the BOKF Board of Directors shall be binding. (c) Executive acknowledges that such re-assignment may require Executive to relocate to a BOKF market area other Tulsa (a "Subsequent Relocation"). (d) The Subsequent Relocation shall be effected on the same terms and conditions, mutatis mutandi, as those provided in Paragraph 2(b) through 2(e) for the relocation of Executive from Dallas to Tulsa. (5) Ratification of the Agreement. The Agreement shall remain in full force and effect including, without limitation, those relating to the Term thereof. (6) Miscellaneous Provisions. The Miscellaneous Provisions of Paragraph 10 of the Agreement shall apply to this Amendment. Dated as of the Amendment Date. BOK FINANCIAL CORPORATION /s/ Stanley A. Lybarger By__________________________________ /s/ W. Jeffrey Pickryl __________________________________ Executive's Signature -----END PRIVACY-ENHANCED MESSAGE-----