- Current report filing (8-K)
25 November 2008 - 9:12AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
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Washington,
D.C. 20549
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FORM
8-K
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CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of
1934
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Date of Report (Date of earliest event reported)
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November 18,
2008
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(Exact
name of registrant as specified in its charter)
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Louisiana
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000-22269
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(State
or other jurisdiction of incorporation)
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(Commission
File Number)
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(IRS
Employer Identification No.)
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3798
Veterans Boulevard, Metairie, Louisiana
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant's telephone number, including area
code
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(504)
457-6220
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(Former
name or former address, if changed since last report)
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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):
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[
]
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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[
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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[
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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[
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item 5.02
Departure
of Directors or Certain Officers; Election of Directors; Appointment of Certain
Officers; Compensatory Arrangements of Certain
Officers
On
November 18, 2008, the Board of Directors of GS Financial Corp. (the "Company"
or the "Registrant") and Guaranty Savings Bank (the "Bank") approved the
amendment of the following letter agreement and amendment and restatement of the
following stock benefit plan:
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the
Bank's letter agreement entered into with Stephen E. Wessel, President and
Chief Executive Officer of the Bank (the "Letter Agreement");
and
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·
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the
Company's 1997 Recognition and Retention Plan and Trust
Agreement.
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The above
Letter Agreement and stock benefit plan were amended and restated in order to
comply with final regulations issued by the Internal Revenue Service under
Section 409A of the Internal Revenue Code of 1986, as amended (the
"Code"). Section 409A of the Code governs the deferral of
compensation where the director, officer or employee has a legally binding right
to compensation that is payable in a future year. Section 409A
imposes new requirements with respect to deferral elections, payment events and
payment elections.
For
additional information, reference is made to the amended agreements and plans
included as Exhibits 10.1 and 10.2 hereto, which are incorporated herein by
reference.
Item
9.01
Financial
Statements and Exhibits
(a) Not
applicable.
(b) Not
applicable.
(c) Not
applicable.
(d) Exhibits.
The
following exhibits are include with this Report.
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Exhibit
Number
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Description
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10.1
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Letter
Agreement between Guaranty Savings Bank and Stephen E. Wessel, dated as of
November 20, 2008
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10.2
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GS
Financial Corp. Amended and Restated 1997 Recognition and Retention Plan
and Trust Agreement
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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 thereunto
duly authorized.
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GS FINANCIAL
CORP.
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/s/Stephen E.
Wessel
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Date: November 24,
2008
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By:
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Stephen E. Wessel
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President and Chief Executive
Officer
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Exhibit
Number
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Description
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10.1
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Letter
Agreement between Guaranty Savings Bank and Stephen E. Wessel, dated as of
November 20, 2008
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10.2
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GS
Financial Corp. Amended and Restated 1997 Recognition and Retention Plan
and Trust Agreement
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