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): March 21, 2018
HOPFED BANCORP, INC.
(Exact name of Registrant as Specified in Charter)
| Delaware | 0-23667 | 61-1322555 | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
4155 Lafayette Road, Hopkinsville, Kentucky 42240
(Address of Principal Executive Offices)
(270) 885-1171
Registrant’s telephone number, including area code
(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:
| ☐ | 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)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On March 21, 2018, the Company’s Board of Directors reviewed the financial and operational performance of Heritage Bank, the Company’s wholly owned subsidiary, based on goals established by the Compensation Committee and the Company’s Board of Directors in 2017. A summary of the goals, the respective weights and the Bank’s results for the year ended December 31, 2017, are listed below:
| Weight |
Summary of Criteria |
Threshold | Target | Maximium | Actual Results |
|||||||||||||||
| 30 | % | Return on Assets | 0.40 | % | 0.50 | % | 0.70 | % | 0.52 | % | ||||||||||
| 30 | % | Non-peforming Assets / Total Asset Ratio | 2.00 | % | 1.75 | % | 1.00 | % | 0.51 | % | ||||||||||
| 20 | % | Efficiency Ratio | 83.00 | % | 80.00 | % | 70.00 | % | 78.62 | % | ||||||||||
| 20 | % | Board Discretion | ||||||||||||||||||
After conducting this review, the Company’s Board of Director’s approved the Compensation Committee’s recommendation to make the following awards:
| Named Executive |
Current Salary |
Salary Increase |
Cash Bonus |
Award of Restricted Stock |
||||||||||||
| John E. Peck |
$ | 316,096 | — | $ | 31,989.80 | 4,327 | ||||||||||
| Michael L. Woolfolk |
$ | 236,888 | — | $ | 23,973.94 | 3,242 | ||||||||||
| Billy C. Duvall |
$ | 194,964 | — | $ | 19,731.03 | 2,669 | ||||||||||
| Bailey C. Knight |
$ | 191,100 | — | $ | 19,329.73 | 2,614 | ||||||||||
The Compensation Committee and the Board of Directors made no changes to the current base salaries of Messrs. Peck, Woolfolk, Duvall and Knight as disclosed in the Company’s definitive proxy statement of the 2017 Annual Meeting of Stockholders. All restricted stock awards were granted under the 2013 HopFed Bancorp, Inc. Long Term Incentive Plan and will vest 33.3% on March 21, 2019, 33.3% on March 21, 2020 and 33.4% on March 21, 2021. Restricted stock awards were valued based on the Company’s closing stock price on March 21, 2018 of $14.79.
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.
| HOPFED BANCORP, INC. | ||||
| Dated: March 23, 2018 |
By: | /s/ John E. Peck | ||
| John E. Peck | ||||
| President and Chief Executive Officer | ||||