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): December 21, 2006
BROOKLINE BANCORP, INC.
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(Exact Name of Registrant as Specified in Charter)
Delaware 0-23695 04-3402944
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(State or Other Jurisdiction) (Commission File No.) (I.R.S. Employer
of Incorporation) Identification No.)
160 Washington Street, Brookline, Massachusetts 02447
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (617) 730-3500
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Not Applicable
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(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):
[ ] 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))
Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
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Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
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(e) On December 21, 2006 the Compensation Committee of the Board of
Directors approved an amendment to the non-qualified supplemental retirement
income agreements (the "SERPs") previously entered into between the Bank and Mr.
Richard P. Chapman, Jr., Chief Executive Officer of Brookline Bank (President
and Chief Executive Officer of the Company), and Charles H. Peck, President of
Brookline Bank (Executive Vice President of the Company). The SERPs provide for
retirement benefits to the executives equal to 70% of their average annual
compensation (based on the highest three years in the prior ten year period),
reduced by amounts payable under the Bank's pension plan and one-half of social
security benefits. The amendments were necessary to clarify that the annual
"compensation" on which the retirement benefit is based includes salary and
bonus, but excludes all except a limited amount ($20,000 for Mr. Chapman and
$10,000 for Mr. Peck) of other items that may be considered compensation for
purposes of federal income taxes (such as vested restricted stock shares and the
"spread" realized in connection with option exercises). In addition, certain
provisions relating to early retirement and disability benefits were eliminated
as unnecessary. The change in annual expense relating to these plan amendments
is not expected to be material to the Bank's financial statements.
Item 9.01 Financial Statements and Exhibits
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(a) Financial Statements of businesses acquired. Not Applicable.
(b) Pro forma financial information. Not Applicable.
(c) Exhibits.
None.
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.
BROOKLINE BANCORP, INC.
DATE: December 22, 2006 By: /s/ Richard P. Chapman, Jr.
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Richard P. Chapman, Jr.
President and Chief Executive Officer