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): November 23, 2004
New Peoples Bankshares, Inc.
(Exact name of registrant as specified in its charter)
| | | | |
| Virginia | | 000-33411 | | 31-1804543 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (I.R.S. Employer Identification No.) |
| | |
| 2 Gent Drive, Honaker, Virginia | | 24260 |
| (Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (276) 873-6288
n/a
(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 November 23, 2004, the Board of Directors of New Peoples Bankshares, Inc. approved stock option grants to the Company’s non-employee directors pursuant to the Company’s 2001 Stock Option Plan, as follows:
| | |
Director Name
| | Number of Shares Underlying Options
|
Timothy W. Ball | | 2,000 |
Joe M. Carter | | 2,000 |
John D. Cox | | 2,000 |
Charles H. Gent, Jr. | | 2,000 |
Harold L. Keene | | 2,000 |
A. Frank Kilgore | | 2,000 |
John D. Maxfield | | 2,000 |
Michael G. McGlothlin | | 2,000 |
Fred W. Meade | | 2,000 |
Bill Ed Sample | | 2,000 |
E. Virgil Sampson, Jr. | | 2,000 |
Stephen H. Starnes | | 2,000 |
Paul R. Vencill, Jr. | | 2,000 |
B. Scott White | | 2,000 |
Each option has an exercise price of $13.50 per share. The options are fully vested as of November 23, 2004, and are immediately exercisable. Each option expires on November 23, 2014 and is evidenced by a Non-Employee Director Non-Qualified Stock Option Agreement between New Peoples Bankshares, Inc. and the director grantee. A form of the Non-Employee Director Non-Qualified Stock Option Agreement is attached hereto as Exhibit 10.2 providing additional information regarding the terms of each option.
Item 9.01 Financial Statements and Exhibits.
| (b) | Pro Forma Financial Information. |
| | 10.1 | New Peoples Bank, Inc. 2001 Stock Option Plan, incorporated herein by reference to Exhibit 10.1 to the Annual Report of New Peoples Bankshares, Inc. on Form 10-KSB (Registration No. 000-33411), filed with the Commission on April 1, 2002 |
| | 10.2 | Form of Non-Employee Director Non-Qualified Stock Option Agreement |
| | 10.3 | Form of Incentive Stock Option Agreement |
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.
|
| NEW PEOPLES BANKSHARES, INC. |
| (Registrant) |
|
/s/ C. Todd Asbury
|
| C. Todd Asbury |
| Senior Vice President and Chief Financial Officer |
Date: November 30, 2004
Exhibit Index
| | |
Exhibit
Number
| | Exhibit Description
|
| 10.1 | | New Peoples Bank, Inc. 2001 Stock Option Plan, incorporated herein by reference to Exhibit 10.1 to the Annual Report of New Peoples Bankshares, Inc. on Form 10-KSB (Registration No. 000-33411), filed with the Commission on April 1, 2002 |
| |
| 10.2 | | Form of Non-Employee Director Non-Qualified Stock Option Agreement |
| |
| 10.3 | | Form of Incentive Stock Option Agreement |
