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): 02/23/2005
Brooke Corporation
(Exact Name of Registrant as Specified in its Charter)
Commission File Number: 001-31698
KS | 48-1009756 | |
(State or Other Jurisdiction of | (I.R.S. Employer | |
Incorporation or Organization) | Identification No.) |
10950 Grandview Drive, Suite 600, Overland Park, KS 66210
(Address of Principal Executive Offices, Including Zip Code)
913-661-0123
(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(17CFR240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act(17CFR240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act(17CFR240.13e-4(c))
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act(17CFR240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act(17CFR240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act(17CFR240.13e-4(c))
Items to be Included in this Report
Item 1.01. Entry into a Material Definitive Agreement
Brooke Franchise Corporation, a subsidiary of Brooke Corporation ("BFC"), and Shawn T. Lowry, President of BFC, entered into an Executive Employment Agreement dated February 23, 2005, executed by both parties on that date, and effective as of January 1, 2005. The Agreement establishes an at-will employment at an annual rate of base salary, indicates Mr. Lowry's eligibility to participate in incentive programs, provides for the protection of confidential company information, contains covenants not to solicit and a covenant not to compete, and provides for mediation and arbitration of disputes, among other provisions. A copy of Mr. Lowry's Executive Employment Agreement is included as Exhibit 10.1 to this Form 8-K.
CJD & Associates, L.L.C., an indirect subsidiary of the Company ("CJD"), and Michael S. Hess, President of CJD, entered into an Executive Employment Agreement dated February 24, 2005, executed by Mr. Hess on February 24, 2005, and on behalf of CJD on February 25, 2005, and effective January 1, 2005. The Agreement establishes an at-will employment at an annual rate of base salary, indicates Mr. Hess's eligibility to participate in incentive programs, provides for the protection of confidential company information, contains covenants not to solicit and a covenant not to compete, and provides for mediation and arbitration of disputes, among other provisions. A copy of Mr. Hess's Executive Employment Agreement is included as Exhibit 10.2 to this Form 8-K.
Item 9.01. Financial Statements and Exhibits
Exhibit 10.1 Executive Employment Agreement between Brooke Franchise Corporation and Shawn T. Lowry.
Exhibit 10.2 Executive Employment Agreement between CJD & Associates, L.L.C. and Michael S. Hess.
Signature(s)
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.
| Brooke Corporation | ||||||||
| Date: March 01, 2005. | By: | /s/ Anita F. Larson | ||||||
| Anita F. Larson | ||||||||
| President and Chief Operating Officer | ||||||||
Exhibit Index
Exhibit No. | Description | |
| EX-10.1 | Executive Employment Agreement between Brooke Franchise Corporation and Shawn T. Lowry | |
| EX-10.2 | Executive Employment Agreement between CJD & Associates, L.L.C. and Michael S. Hess |