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) April 24, 2006
MidSouth Bancorp, Inc.
(Exact name of registrant as specified in its charter)
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Louisiana
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1-11826
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72-1020809 |
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.) |
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102 Versailles Boulevard, Lafayette, Louisiana
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70501 |
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(Address of principal executive offices)
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(Zip Code) |
Registrants telephone number, including area code 337-237-8343
(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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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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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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 1.01 Entry into a Material Definitive Agreement.
Effective as of April 24, 2006, MidSouth Bancorp, Inc. (MidSouth) entered into an employment
agreement with J. Eustis Corrigan, Jr., a copy of which is filed as Exhibit 10.1 to this
Report. Under the agreement, Mr. Corrigan serves as Executive Vice President and Chief Financial
Officer of MidSouth Bancorp, Inc. and its subsidiaries. Under the terms of the agreement, Mr.
Corrigan will be employed under a rolling annual agreement. Should the Company have a change in
control within the first five years of employment and the employment relationship is severed, Mr.
Corrigan will receive twenty-four months salary continuation. Mr. Corrigan will receive as
compensation a base salary plus quarterly incentive pay based on the Companys performance.
Provided that his performance is acceptable, Mr. Corrigans base salary will increase annually by
at least $10,000.
Upon signing the agreement, Mr. Corrigan became entitled to receive options to purchase 15,000
shares of MidSouths Common Stock, pursuant to MidSouths Option Plan. The options carry a five
year vesting period and a ten year term. Also, the Company will provide Mr. Corrigan with other
benefits, including insurance coverage, in accordance with the standard benefits package available
to senior management.
TABLE OF CONTENTS
Item 5.02 Appointment of Principal Officer.
On May 1, 2006, MidSouth announced the appointment of J. Eustis Corrigan, Jr. as Executive
Vice President and Chief Financial Officer of MidSouth and its subsidiaries effective as of June
12, 2006. Prior to joining MidSouth, Mr. Corrigan, age 41, served as a tax services partner with
KPMG LLP, which he joined in December 1991. Prior to KPMG, he was a tax senior with Arthur
Anderson & Co. At KPMG, he had client and business development responsibilities in various markets
throughout the Southwest and Southeast for numerous financial institutions and financial services
companies. He will oversee MidSouths finance, accounting, tax and treasury functions, as well as
asset/liability management, profitability and budgeting. Additionally, he will assist MidSouths
President and Chief Executive Officer, C. R. Rusty Cloutier, in market strategies, analysis and
market presentations to the investment community.
On April 24, 2006, MidSouth entered into an employment agreement with Mr. Corrigan, the
material terms of which are described in Item 1.01 of this Report.
Item 7.01. Regulation FD Disclosure.
On May 1, 2006, MidSouth issued a press release, a copy of which has been furnished as Exhibit
99.1 to this Report.
Item 9.01. Financial Statements and Exhibits.
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Exhibit Number |
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Description of Exhibit |
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10.1 |
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Employment Agreement dated April 24, 2006 |
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99.1 |
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Press Release dated May 1, 2006 |
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.
Date: September 20, 2006
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/s/ C. R. Cloutier
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C. R. Cloutier |
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President and Chief Executive Officer |
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