On August 28, 2012, the Compensation Committee of the Board of Directors of First Acceptance Corporation, or the Company, approved discretionary, contingent compensation to the Company's named executive officers as listed in the table below. The payment of this compensation is subject to the Company reporting pre-tax income in any given calendar quarter, as determined in accordance with generally accepted accounting principles and exclusive of certain items, such as gains and losses on investment securities, third party diligence expense and other non-recurring expenses. Additionally, in order to receive payment upon satisfaction of the contingency, such person must be an employee of the Company at the time of payment.

                                                               Contingent
    Name                            Title                  Compensation Amount
    Mark A. Kelly      Chief Executive Officer            $             175,000
    Joe Borbely        President                          $              75,000
    John Barnett       Senior Vice President-Finance      $              60,000
    Daniel L. Walker   Senior Vice President-Operations   $              60,000
    Keith Bornemann    Vice President and Controller      $              28,000

The Compensation Committee has not approved any other incentive compensation plans for future periods at this time.