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MCBI > SEC Filings for MCBI > Form 8-K on 30-Oct-2013All Recent SEC Filings

Show all filings for METROCORP BANCSHARES, INC.

Form 8-K for METROCORP BANCSHARES, INC.


30-Oct-2013

Change in Directors or Principal Officers, Financial Statements and Ex


Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On October 25, 2013, MetroCorp Bancshares, Inc. (the "Company") and its wholly-owned subsidiary, MetroBank, National Association, entered into a change in control agreement with each of David Choi, Executive Vice President and Chief Financial Officer of the Company, and David Tai, Executive Vice President and Secretary of the Company. The change in control agreements supersede and replace the letter agreements previously in place between Mr. Choi and the Company and Mr. Tai and the Company, each dated February 14, 2005. Each change in control agreement provides for a payment of an amount equal to one and one-half times
(1.5x) the executive's current annual base salary, less applicable statutory deductions, upon a termination of employment (other than a voluntary resignation without good reason or an involuntary termination for cause (as defined in each of their change in control agreements), in either case prior to March 31, 2015) after a change in control (as defined in the change in control agreements). The payment will be made in one lump sum within thirty days of termination of employment.

In addition, on October 25, 2013, the Company entered into a retention agreement with, among other employees, each of Mr. Choi and Mr. Tai. The retention agreements were entered into in order to retain the services of the executives in connection with the signing of the Agreement and Plan of Merger with East West Bancorp, Inc. ("East West") on September 18, 2013. The retention agreements provide for a lump sum payment of $50,000 for Mr. Choi and $100,000 for Mr. Tai to be made to the executive provided the executive remains continuously employed by the Company, and East West after the merger, through January 30, 2015. Each executive must also execute a general release and waiver to receive the payment. If these conditions are met, the payment will be made by East West to the executive on March 31, 2015, or, if prior to January 30, 2015, East West terminates the executive's employment involuntarily other than for the executive's material violation of the Company's or East West's policies or for misconduct, within sixty days following termination.

The foregoing summary of the change in control and retention agreements is not complete and is qualified in its entirety by reference to the complete text of the change in control and retention agreements, which are filed as exhibits to this current report on Form 8-K and which are incorporated herein by reference.



Item 9.01 Financial Statements and Exhibits.

(d) Exhibits. The following are filed as exhibits to this Current Report on Form 8-K:

Exhibit
Number                               Description of Exhibit

10.1         Change in Control Agreement, dated October 25, 2013, by and between
             MetroCorp Bancshares, Inc. and David Choi

10.2         Change in Control Agreement, dated October 25, 2013, by and between
             MetroCorp Bancshares, Inc. and David Tai

10.3         Retention Agreement, dated October 25, 2013, by and between MetroCorp
             Bancshares, Inc. and David Choi

10.4         Retention Agreement, dated October 25, 2013, by and between MetroCorp
             Bancshares, Inc. and David Tai


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