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) December 14, 2005
MARLIN BUSINESS SERVICES CORP. |
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(Exact name of registrant as specified in its charter) |
Pennsylvania | | 000-50448 | | 38-3686388 |
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(State or other jurisdiction
of incorporation) | | (Commission
File Number) | | (I.R.S. Employer
Identification No.) |
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300 Fellowship Road, Mount Laurel, NJ | | 08054 |
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(Address of principal executive offices) | | (Zip Code) |
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Registrant’s telephone number, including area code (888) 479-9111 |
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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):
o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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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 8.01. Other Events
On December 14, 2005, Daniel P. Dyer, Chief Executive Officer of Marlin Business Services Corp. (NASDAQ: MRLN), adopted a pre-arranged stock trading plan to exercise a portion of his company stock options and sell the related shares over time as part of his individual long-term strategy for asset diversification and liquidity.
The stock trading plan was adopted in accordance with Rule 10b5-1 of the Securities and Exchange Act of 1934. Rule 10b5-1 allows corporate officers and directors to adopt written, pre-arranged stock trading plans when they do not have material non-public information. Using their plans, company insiders can gradually diversify their investment portfolios over time while avoiding concerns that they had material non-public information when they sold their stock.
Under his Rule 10b5-1 Plan, Mr. Dyer may exercise up to 31,500 options and sell the shares received upon exercise on a pro-rata basis over a period of approximately five months (commencing in January 2006). The shares being sold by Mr. Dyer under the plan represent approximately 8% of the MRLN shares he beneficially owns as of December 14, 2005.
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.
| MARLIN BUSINESS SERVICES CORP. |
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| (Registrant) |
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Date December 14, 2005 | |
| /s/ Daniel P. Dyer |
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| Daniel P. Dyer |
| Chief Executive Officer |
