Form 8-K
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): February 3, 2009
Guaranty Federal Bancshares, Inc.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
43-1792717
(I.R.S. employer identification number)
0-23325
(Commission file number)
1341 West Battlefield
Springfield, Missouri 65807
(Address of principal executive offices and zip code)
Registrant's telephone number, including area code: (417) 520-4333
Not applicable
(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.):
[_] 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))
INCLUDED INFORMATION
Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of
Certain Officers.
(e) On February 3, 2009, the compensation committee of the Board of Directors
(the "Compensation Committee") of Guaranty Federal Bancshares, Inc. (the
"Company") approved a short term bonus plan with respect to the bonus payable to
Shaun Burke, the Company's President and Chief Executive Officer, for 2009.
Pursuant to this plan, a maximum amount of $120,000 will be paid to Mr. Burke,
with the amount of bonus being based on three possible levels of incentive
awards: threshold (25%); target (50%); and maximum (100%). For any amount to be
paid under this plan, the threshold level of performance must be achieved. The
five performance measurements of the Company (and the weight given to each
measurement) applicable to each award level are as follows: (i) net income
(30%); (ii) core deposit growth (20%); (iii) return on average equity (20%);
(iv) net interest margin (20%); and (v) efficiency ratio (10%). Certain
criteria, however, must be satisfied before an award is paid under this plan.
The foregoing description is qualified in its entirety by the written
description of the 2009 Executive Incentive Compensation Annual Plan - President
and Chief Executive Officer, a copy of which is attached hereto as Exhibit
10.23.
On February 3, 2009, the Compensation Committee also approved a short term bonus
plan with respect to the bonus payable to Carter Peters, the Company's Chief
Financial Officer and Chief Operating Officer, for 2009. Pursuant to this plan,
a maximum amount of $50,000 will be paid to Mr. Peters, with the amount of bonus
being based on three possible levels of incentive awards: threshold (25%);
target (50%); and maximum (100%). For any amount to be paid under this plan, the
threshold level of performance must be achieved. The six performance
measurements of the Company (and the weight given to each measurement)
applicable to each award level are as follows: (i) full compliance with
Sarbanes-Oxley (20%); (ii) net income (20%); (iii) core deposit growth (20%);
(iv) return on average equity (20%); (v) cost of funds (10%); and (vi) non-core
funding dependence (10%). Certain criteria, however, must be satisfied before an
award is paid under this plan. The foregoing description is qualified in its
entirety by the written description of the 2009 Executive Incentive Compensation
Annual Plan - Chief Financial Officer and Chief Operating Officer, a copy of
which is attached hereto as Exhibit 10.24.
On February 3, 2009, the Compensation Committee also approved a short term bonus
plan with respect to the bonus payable to Mike Mattson, the Company's Chief
Lending Officer, for 2009. Pursuant to this plan, a maximum amount of $50,000
will be paid to Mr. Mattson, with the amount of bonus being based on three
possible levels of incentive awards: threshold (25%); target (50%); and maximum
(100%). For any amount to be paid under this plan, the threshold level of
performance must be achieved. The six performance measurements of the Company
(and the weight given to each measurement) applicable to each award level are as
follows: (i) net income (20%); (ii) core deposit growth (20%); (iii) return on
average equity (15%); (iv) yield of loans (15%); (v) total CRE to total risk
based capital (15%); and (vi) 30 days delinquent + non-accrual loans to
gross loans (15%). Certain criteria, however, must be satisfied before an award
is paid under this plan. The foregoing description is qualified in its entirety
by the written description of the 2009 Executive Incentive Compensation Annual
Plan - Chief Lending Officer, a copy of which is attached hereto as Exhibit
10.25.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
10.23 Written Description of 2009 Executive Incentive Compensation Annual
Plan - President and Chief Executive Officer
10.24 Written Description of 2009 Executive Incentive Compensation Annual
Plan - Chief Financial Officer and Chief Operating Officer
10.25 Written Description of 2009 Executive Incentive Compensation Annual
Plan - Chief Lending Officer
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.
Guaranty Federal Bancshares, Inc.
By: /s/ Shaun A. Burke
-------------------------------------
Shaun A. Burke
President and Chief Executive Officer
Date: February 9, 2009