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): February 24, 2005
MAINSOURCE FINANCIAL GROUP, INC.
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(Exact Name of Registrant as Specified in Charter)
INDIANA 0-12422 35-1562245
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(State or other (Commission File No.) (I.R.S. Employer
Jurisdiction of Identification Number)
Incorporation)
201 NORTH BROADWAY GREENSBURG, INDIANA 47240
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(Address of principal executive offices) (Zip Code)
(812) 663-0157
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(Registrant's telephone number, including area code)
N/A
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(Former Name or Former Address, if Changed Since Last Report)
ITEM 1.01. Entry into a Material Definitive Agreement
On February 22, 2005, the Board of Directors of MainSource Financial Group,
Inc. ("MainSource") approved the entry by MainSource into indemnification
agreements with members of the Board of Directors and certain officers of
MainSource. The Indemnification Agreements are intended to supplement the
indemnification rights of directors and officers expressly permitted or provided
by Indiana law and pursuant to the Articles of Incorporation and By-laws of
MainSource.
Members of the Board of Directors of MainSource who will enter into
Indemnification Agreements include: Robert E. Hoptry, William G. Barron, Dale J.
Deffner, Philip A. Frantz, Rick S. Hartman, and Douglas I. Kunkel.
Officers of MainSource who will enter into Indemnification Agreements include:
James L. Saner, Sr., President and Chief Executive Officer, Donald A. Benziger,
Senior Vice President and Chief Financial Officer, John C. Parker, Senior Vice
President - Director of Operations, and James M. Anderson, Controller and
Principal Accounting Officer.
MainSource is filing as an exhibit to this Form 8-K the form of the
Indemnification Agreement.
ITEM 9.01. Financial Statements and Exhibits.
(c) Exhibits
Exhibit No. Description
10.1 MainSource indemnification agreements with members of the Board
of Directors and certain officers of MainSource.
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SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
MAINSOURCE FINANCIAL GROUP, INC.
February 24, 2005
/s/ James L. Saner, Sr.
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James L. Saner, Sr.
President and Chief Executive Officer
February 24, 2005
/s/ Donald A. Benziger
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Donald A. Benziger
Senior Vice President & Chief Financial Officer
February 24, 2005
/s/ James M. Anderson
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James M. Anderson
Controller & Principal Accounting Officer
INDEX TO EXHIBITS
Exhibit No. Description
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10.1 MainSource indemnification agreements with members of the Board
of Directors and certain officers of MainSource.