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): April 9, 2007
| Southwest Bancorp, Inc. | ||
| (Exact name of registrant as specified in its charter) |
COMMISSION FILE NUMBER:
| OK | ||||
| (State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
| 608 South Main Street Stillwater, OK 74074 | ||
| (Address and zip code of principal executive offices) | ||
| 405-372-2230 | ||
| (Registrant's telephone number, including area code) |
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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))
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| Item 8.01 | OTHER EVENTS |
Clarification of Option Plan Repricing Provision.
Southwest Bancorp, Inc. (NASDAQ OKSB) today announced a clarification with respect to the terms of the Southwest Bancorp, Inc. 1999 Stock Option Plan. That Plan does not in any circumstance allow the Option Committee to effect a repricing transaction unless the repricing is approved by shareholders.
This prohibition against repricing without shareholder approval is contained in the last clause of section 7(c) of the Plan, as amended and restated in April 22, 2004 and previously filed by Southwest with the Securities and Exchange Commission. This section is reproduced below.
(c) Reissuance of Options and SARs. Notwithstanding anything herein to the contrary, the Committee shall have the authority to cancel outstanding Options and/or SARs with the consent of the Participant and to reissue new Options and/or SARs at a lower Exercise Price equal to the then Market Value per share of Common Stock in the event that the Market Value per share of Common Stock at any time prior to the date of exercise of outstanding Options and/or SARs falls below the Exercise Price provided that no such repricing transaction shall be effective unless specifically approved or ratified by the affirmative votes of the holders of a majority of the Common Stock present or represented and entitled to vote at a meeting duly held on a date no later than the next annual meeting of shareholders.
SIGNATURE
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.
| Southwest Bancorp, Inc. | |||
| By: | /s/ Rick Green | ||
| Name: | Rick Green | ||
| Title: | President and CEO | ||
| Date: | April 9, 2007 | ||