Form 8-K - Current report
03 November 2023 - 6:32AM
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2023-10-27
2023-10-27
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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): October 27,
2023
|
New
Peoples Bankshares, Inc. |
|
(Exact
name of registrant as specified in its charter) |
Virginia |
|
000-33411 |
|
31-1804543 |
(State
or other jurisdiction |
|
(Commission |
|
(IRS
Employer |
of
incorporation) |
|
File
Number) |
|
Identification
No.) |
67
Commerce Drive
Honaker,
Virginia |
|
24260 |
(Address
of principal executive offices) |
|
(Zip
Code) |
Registrant’s
telephone number, including area code: (276)
873-7000 |
|
N/A
(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:
|
|
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)) |
Securities registered pursuant
to Section 12(b) of the Act:
Title
of each class |
Trading
Symbol(s) |
Name
of each exchange on which registered |
None |
Indicate by check mark whether the registrant is an emerging growth company
as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange
Act of 1934 (§ 240.12b-2 of this chapter).
Emerging
growth company [ ]
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]
|
Item 5.02 |
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On October 27, 2023, New Peoples Bank, Inc. (the “Bank”),
the wholly-owned subsidiary of New Peoples Bankshares, Inc. (the “Company”), entered into an employment agreement with Bryan
Booher, Executive Vice President and Chief Risk Officer of the Bank. The initial term of the agreement began October 27, 2023 and ends
December 31, 2024, after which the term automatically renews for one-year periods unless either party gives notice of non-renewal at least
90 days before the end of the then-current term. Under Mr. Booher’s employment agreement, he is entitled to an annual base salary
of $210,000, subject to periodic adjustment based on his performance. He is eligible to participate in any equity and/or other short-term
and long-term compensation programs for senior executives established by the Company and the Bank. Mr. Booher is also entitled to employee
benefits, executive benefits or perquisites approved by the Bank’s Board of Directors, reimbursement of expenses and vacation as
set forth in his agreement.
Pursuant to Mr. Booher’s employment agreement,
he may receive severance payments in the event of a termination of his employment under certain circumstances. The agreement provides
that his employment may be terminated by the Bank for “Cause” (as defined in the agreement) or without Cause. Mr. Booher’s
employment also may be terminated upon a determination that he is disabled or automatically upon his death. If Mr. Booher’s employment
is terminated by the Bank for Cause or by him voluntarily for any or no reason, then he will be entitled to receive any accrued but unpaid
salary, bonus or other benefits or awards, and expense reimbursement (the “Accrued Obligations”). If Mr. Booher’s employment
is terminated by the Bank without Cause or the employment agreement term is not renewed, or if Mr. Booher’s employment is terminated
by him due to the Bank failing to cure a breach of his agreement, then, in addition to the Accrued Obligations, he will be entitled to
receive the following: (i) if the termination or agreement non-renewal is not connected to a “Change in Control” (as defined
in the agreement), a severance payment equal to Mr. Booher’s base salary for a period of 182 days after termination or non-renewal,
or (ii) if the termination or agreement non-renewal is within 12 months after a Change in Control, a severance payment equal to Mr. Booher’s
base salary for a period of 364 days after termination or non-renewal. In addition, the Bank will continue to fund health insurance premiums
benefits under the Consolidated Omnibus Budget Reconciliation Act of 1986 during the severance period if Mr. Booher elects to be so covered.
Mr. Booher’s entitlement to the foregoing severance payments is subject to his execution of a release and waiver of claims against
the Bank. The agreement also contains customary restrictive covenants relating to the protection of confidential information, non-disclosure,
non-competition and non-solicitation.
A copy of Mr. Booher’s employment agreement will
be filed as an exhibit to the Company’s Annual Report on Form 10-K for the year ended December 31, 2023.
The Company also announced that Michael Ratliff has
joined the Bank as its President and Chief Banking Officer, effective October 20, 2023. Mr. Ratliff has over 20 years of banking experience
within the Bank’s market area, including commercial lending and serving as a regional market president.
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.
|
|
NEW PEOPLES
BANKSHARES, INC. |
|
|
|
|
Date: |
November 2,
2023 |
|
By: |
/s/
Christopher G. Speaks |
|
|
|
Christopher G. Speaks |
|
|
|
Executive Vice President and Chief Financial Officer |
|
|
|
|
|
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