UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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): August 27, 2007
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FIRSTPLUS FINANCIAL GROUP, INC.
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(Exact Name of Registrant as specified in Charter)
Nevada 0-27750 75-2561085
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(State or Other (Commission (IRS Employer
Jurisdiction of Incorporation) File Number) Identification No.)
122 W. John Carpenter Freeway, Suite 450, Irving, Texas 75039
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (972) 717-7969
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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 (SEE General Instruction A.2. below):
|_| 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))
ITEM 1.01. ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
On August 27, 2007, FIRSTPLUS Financial Group, Inc. (the "Company")
entered into an indemnification agreement with each of its directors and
executive officers (collectively, the "Indemnification Agreements") whereby the
Corporation is to indemnify each such person from and against any and all
judgments, fines, penalties, excise taxes and amounts paid in settlement or
incurred by such person for or as a result of action taken or not taken while
such director was acting in his capacity as a director or executive officer of
the Corporation.
The foregoing description of the Indemnification Agreements is not
complete and is qualified in its entirety by reference to the full text of the
Indemnification Agreements. A "form of" the Indemnification Agreements is
attached hereto as Exhibit 10.1.
ITEM 5.02. DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF
DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY
ARRANGEMENTS OF CERTAIN OFFICERS.
The Company regrets to announce the passing of the Chairman of its Board
of Directors, Harold Garber. On behalf of the directors, officers and employees
of the Company, the Company would like to thank Mr. Garber for his service to
the Company.
In order to fill the vacancy on the Board of Directors left by the passing
of Mr. Garber, on August 27, 2007, Roger S. Meek was elected to the Board of
Directors and Robert O'Neal was elected Chairman of the Board of Directors.
On August 27, 2007, the Board of Directors appointed Messrs. Meek
(Chairman) and O'Neal to its newly formed Audit Committee and appointed Messrs.
Meek (Chairman) and O'Neal to its newly formed Compensation Committee.
On August 27, 2007, the Company entered into an employment agreement with
John Maxwell, the Company's Chief Executive Officer and President. The
agreement, effective as of July 1, 2007, provides for an initial term ending on
June 30, 2009 and is automatically renewed for additional one-year terms unless
either party provides the other party with advance notice of its intent not to
renew. Mr. Maxwell is to receive a base salary at the annual rate of $200,000
and such incentive compensation and bonuses, if any, (i) as the Board of
Directors in its absolute discretion may determine, and (ii) to which the Mr.
Maxwell may become entitled pursuant to the terms of any incentive compensation
or bonus program, plan or agreement from time to time in effect in which he is a
participant.
On August 27, 2007, the Company entered into an employment agreement with
William Handley, the Company's Chief Financial Officer, Vice President and
Treasurer. The agreement is substantially identical to Mr. Maxwell's agreement
except that it provides for a base salary at the annual rate of $145,000.
The foregoing descriptions of these agreements are not complete and are
qualified in their entirety by reference to the full text of the agreements,
copies of which are filed herewith as Exhibits 10.2 and 10.3, respectively, and
are incorporated herein by reference.
ITEM 8.01. OTHER EVENTS.
On August 27, 2007, the Company adopted an insider trading policy, a copy
of which is attached hereto as Exhibit 99.1.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits
Exhibit No. Exhibits
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10.1 FIRSTPLUS Financial Group, Inc. Form of Director and
Officer Indemnification Agreement.
10.2 Employment Agreement dated August 27, 2007, by and
between FIRSTPLUS Financial Group, Inc. and John
Maxwell.
10.3 Employment Agreement dated August 27, 2007, by and
between FIRSTPLUS Financial Group, Inc. and William
Handley.
99.1 FIRSTPLUS Financial Group, Inc. Insider Trading
Policy.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Company has duly caused this Current Report on Form 8-K to be signed on its
behalf by the undersigned hereunto duly authorized.
August 30, 2007
FIRSTPLUS FINANCIAL GROUP, INC.
By: /s/ John Maxwell
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Name: John Maxwell
Title: President and Chief Executive Officer
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