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 1, 2010
MERCHANTS & MARINE BANCORP,
INC.
(Exact name of registrant as
specified in its charter)
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| Mississippi |
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000-53198 |
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26-2498567 |
| (State or other Jurisdiction of Incorporation) |
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(Commission File Number) |
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(IRS Employer Identification No.) |
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3118 Pascagoula Street,
Pascagoula, Mississippi
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39567 |
| (Address of Principal Executive Offices) |
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(Zip Code) |
Registrant’s telephone number,
including area code: (228) 762-3311
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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:
o Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o Soliciting material pursuant
to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule
14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule
13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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| ITEM 5.02. |
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DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS. |
(b) The 2010 annual meeting of shareholders (the “2010 annual meeting”) of Merchants & Marine
Bancorp, Inc. (the “Company”) was held on April 1, 2010. At the 2010 annual meeting, the Board of
Directors (the “Board”) of the Company did not re-appoint S.M. Dickson as Chief Financial Officer
of the Company as a result of his health problems.
(c) The Board appointed Elise M. Bourgeois, age 43, who previously served as interim chief
financial officer and cashier, to Chief Financial Officer of the Company. Ms. Bourgeois does not
have an employment agreement with the Company, and will serve at the pleasure of the Board.
Ms. Bourgeois joined the Company in April 2006 as an accounting clerk and was appointed
cashier in 2007. Prior to joining the Company, Ms. Bourgeois was a staff accountant for Harold
Hicks, CPA in Natchez, Mississippi from August 1988 to August 1989. From August 1990 to May 1991,
she was a tax auditor with the Mississippi State Tax Commission. Ms. Bourgeois was employed with
Wolfe, McDuff & Oppie, a certified public accountant firm, as audit manager from October 1991 to
April 2006. She received a Bachelor of Business Administration degree in Accounting from Northeast
Louisiana University and became a certified public accountant in September 1994.
Ms. Bourgeois is not a party to any other material plan, contract or arrangement with the
Company, nor has any other material plan, contract or arrangement to which she is a party been
modified as a result of her promotion described above.
Ms. Bourgeois has no familial relationships nor related party transactions with the Company
that would require disclosure under Items 401(d) or 404(a) of Regulation S-K (17 CFR 229.401(d) and
229.404(a)) in connection with her promotion described above.
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| ITEM 5.07. |
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SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS. |
At the 2010 annual meeting, Royce Cumbest, Frank J. Hammond, III and Paul H. (Hal) Moore, Jr.,
M.D. were elected as directors, each to hold office until the Company’s 2013 annual meeting of
shareholders or until his successor is elected and qualified.
The voting results of the director elections, which were described in more detail in the
definitive proxy statement relating to the 2010 annual meeting that the Company filed with the
Securities and Exchange Commission on February 26, 2010, are set forth below.
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Votes For |
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Votes Withheld |
Royce Cumbest |
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814,479 |
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-0- |
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Frank J. Hammond, III |
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810,544 |
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-0- |
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Paul H. (Hal) Moore, Jr., M.D. |
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817,368 |
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-0- |
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