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): September 7, 2006
FINANCIAL INDUSTRIES CORPORATION
(Exact name of Registrant as specified in charter)
Texas | 0-4690 | 74-2126975 |
(State or other jurisdiction
of incorporation) | (Commission file number) | (I.R.S. employer
identification no.) |
6500 River Place Blvd., Building One
Austin, Texas 78730
(Address of principal executive offices)
Registrant’s telephone number, including area code: (512) 404-5000
Former name or former address, if changed since last report - Not Applicable
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:
o Written communications pursuant to Rule 425 under the Securities Act
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act
o Pre-commencement communications pursuant to Rule 14d-2(b) under the
| Exchange Act (17 CFR 240.14d-2(b)) |
Item 1.01 Entry into a Material Definitive Agreement.
Financial Industries Corporation (“FIC”) has entered into a change of control agreement (the “Agreement”) with Vincent L. Kasch, Chief Financial Officer of FIC, effective September 7, 2006. The following sets forth a description of certain of the material provisions of the Agreement:
| • | This agreement applies if a change of control (as defined in the Agreement) occurs, and Mr. Kasch is terminated without cause (as defined in the Agreement) within twelve months after such change of control. The Agreement provides that in such an event, Mr. Kasch’s then-current bi-weekly salary and benefits, will continue to be paid by the Company for twelve months following his date of termination; provided, however, that to the extent such 12-month continuation period would otherwise extend beyond March 15th of the calendar year following the calendar year in which the termination occurs, any remaining payments that would otherwise be made to Mr. Kasch after March 15th of the following calendar year will be accelerated and paid in a lump sum on March 15th of the following calendar year. |
The description of the Agreement is qualified by reference to the complete Agreement which is filed as an exhibit and is incorporated herein by reference.
Item 9.01. | Financial Statements and Exhibits. |
Exhibit 10.1 – Change of Control letter, dated September 7, 2006, by and between Financial Industries Corporation and Vincent L. Kasch
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.
FINANCIAL INDUSTRIES CORPORATION
Date: September 12, 2006 | By: /s/ Michael P. Hydanus_ |
| Interim Chief Executive Officer |
