Attached files
| file | filename |
|---|---|
| EX-10.1 - Reliance Bancshares, Inc. | employmentk_8k.htm |
| EX-99.1 - Reliance Bancshares, Inc. | pressrelease_62310.htm |
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): June 22, 2010
RELIANCE
BANCSHARES, INC.
(Exact
name of registrant as specified in its charter)
|
Missouri
(State
or other jurisdiction of
incorporation)
|
000-52588
(File
Number)Commission
|
43-1823071
(I.R.S.
Employer
Identification
No.)
|
|
10401
Clayton Road
Frontenac,
Missouri
(Address
of principal executive offices)
|
63131
(Zip
Code)
|
(314)
569-7200
(Registrant's
telephone number, including area code)
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:
□ Written
communications pursuant to Rule 425 under the Securities Act.
□ Soliciting
material pursuant to Rule 14a-12 under the Exchange Act.
□ Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act.
□ Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act.
|
|
Item
5.02 DEPARTURE OF DIRECTORS OR CERTAIN
OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICER;
COMPENSATORY ARRANGMENTS OF CERTAIN
OFFICERS.
|
On June 23, 2010, Reliance
Bancshares, Inc. (the “Company”) and its wholly owned subsidiary bank, Reliance
Bank (the “Bank”), announced that the Company and Mr. Allan D. Ivie, IV have
entered into an employment agreement (the “Agreement”) and Mr. Ivie has been
named President and Chief Executive Officer of the Company and Chairman and
Chief Executive Officer of the Bank. Mr. Ivie replaces Jerry Von Rohr
in these positions, but Mr. Von Rohr remains as Chairman of the Company and Vice
Chairman of the Bank, where he will continue to play an active role in the
Company and the Bank. Mr. Von Rohr’s
employment and compensation will continue under the terms and conditions of his
current employment agreement, which was previously filed by the
Company.
Mr. Ivie joins the Company from The
PrivateBank, which he co-founded in 2000 and where he served as President and
Chief Operating Officer. Prior to The PrivateBank, he held various
executive positions at NationsBank, N.A., The Boatmen’s National Bank of St.
Louis, and Sovran Bank, N.A. of Richmond, Virginia. Mr. Ivie is a
graduate of the University of Virginia. He is active in the community,
serving in leadership positions at several civic organizations. Currently he
serves on the boards of St. Louis County Economic Council, Urban League of
Metropolitan St. Louis, Inc., Beyond Housing/Neighborhood Housing Services,
Regional Housing and Community Development Alliance (RHCDA), The Backstoppers,
and Webster University School of Business and Technology.
The Agreement with Mr. Ivie became
effective June 22, 2010 for a term lasting until January 3, 2013. Under the
Agreement, Mr. Ivie will receive an annual base salary of $425,000 for each of
2010 and 2011. Effective January 1, 2012, and through the remaining
term of the Agreement, Mr. Ivie will receive an annual base salary of
$446,000. Mr. Ivie will not be eligible for any annual or special
bonuses while the Company remains subject to regulation of the U.S. Treasury
Department with respect to the Company’s receipt of funds via the Troubled Asset
Relief Program (“TARP”).
Mr. Ivie will be awarded shares of
Class A Common Stock, $0.25 par value, under the Company’s 2010 Restricted Stock
Plan in the amounts shown below on the dates indicated, provided they are within
the allowable maximum award levels permitted by TARP Regulations. All
awards will be subject to a two-year cliff vesting period, subject to minimum
holding periods as required, and not deliverable until all TARP funds have been
repaid by the Company. Stock will be awarded as follows:
July 1,
2010 – The lesser of 40,000 shares or the maximum allowed by TARP
January
1, 2011 – The lesser of 75,000 shares or the maximum allowed by
TARP
January
1, 2012 – The lesser of 65,000 shares or the maximum allowed by
TARP
The Agreement also contains
non-competition, non-solicitation and confidentiality provisions. The
foregoing description of the Agreement is qualified in its entirety by reference
to the full text of the Agreement, which is attached as Exhibit 10.1 and
incorporated herein by reference.
In addition, the Board of Directors of
the Company and Bank, respectively, in a Board Meeting on June 22, 2010, voted
unanimously to elect and appoint Mr. Ivie as a Director and Board Member of the
Company Board of Directors and the Bank Board of Directors, effective
immediately. Mr. Ivie will not receive any additional compensation
for Board Meetings.
(d) Exhibits.
|
|
10.1
|
Employment
Agreement between Reliance Bancshares, Inc. and Allan D. Ivie,
IV.
|
|
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99.1
|
Press
release issued by Reliance Bancshares, Inc. on June 23,
2010.
|
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.
Dated: June
24, 2010
|
RELIANCE
BANCSHARES, INC.
(Registrant)
|
||
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By:
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/s/
Dale E. Oberkfell
|
|
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Name:
|
Dale
E. Oberkfell
|
|
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Title:
|
Chief
Financial Officer
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