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): May 24, 2007
Monadnock Bancorp, Inc.
(Exact name of registrant as specified in its charter)
Maryland 000-50810 20-4649880
-------- --------- ----------
(State or other jurisdiction (Commission File No.) (I.R.S. Employer
Identification No.)
of incorporation)
1 Jaffrey Road, Peterborough, NH 03458
- -------------------------------- -----
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (603) 924-9654
--------------
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 (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))
ITEM 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On May 24, 2007, the Compensation Committee of the Board of Directors approved
the granting of stock options and restricted stock awards to the named executive
officers and directors of Monadnock Bancorp, Inc. (the "Company") listed below:
Executive Officer or Director Number of Options Number of Shares of Restricted Stock
- ----------------------------- ----------------- ------------------------------------
William M. Pierce, Jr. 15,000 4,000
Karl F. Betz 7,500 4,000
William C. Gilson 7,500 4,000
Kenneth A. Christian 3,000 1,133
Samuel J. Hackler 3,000 1,133
Thomas C. LaFortune 3,000 1,133
Nancy L. Carlson 3,000 1,133
Jack Goldstein 3,000 1,133
Edward J. Shea 3,000 1,133
Kenneth R. Simonetta 3,000 1,133
The grants were made in accordance with the terms of the Monadnock Bancorp, Inc.
2007 Equity Incentive Plan, which was approved by the Company's stockholders at
the May 10, 2007 annual meeting of stockholders. All of the options vest at 10%
per year for the first eight (8) years and 20% in year nine (9), commencing one
year from the date of the grant (May 24, 2007). The options have an exercise
price of $6.68 per share, which was the average of the High and Low reported
sales price of the Company's common stock on the OTC Electronic Bulletin Board
on May 23, 2007, the last date of market activity before the grant date. The
restricted stock awards also vest at 10% per year for the first eight (8) years
and 20% in year nine (9), commencing one year from the date of the grant (May
24, 2007). The vesting of the options and restricted stock awards accelerate
upon death, disability or an involuntary termination of employment or service
following a change in control. The grants have other terms and conditions
consistent with the Monadnock Bancorp, Inc. 2007 Equity Incentive Plan.
Including the options and restricted stock awards granted with respect to the
above-named officers and directors, a total of 70,500 options and 25,931 shares
of restricted stock were granted to directors, officers and employees of the
Company.
ITEM 8.01 Other Events.
On May 25, 2007, Monadnock Bancorp, Inc. announced its intention to repurchase
2.05% of its outstanding common stock or up to 26,538 shares of common stock.
The purpose of the repurchase is to fund the Monadnock Bancorp, Inc. 2007 Equity
Incentive Plan for restricted stock awards which was approved by stockholders at
the 2007 Annual Meeting of Stockholders. These shares will be purchased at
prevailing market prices from time to time over a twelve-month period depending
upon market conditions.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(A) FINANCIAL STATEMENTS OF BUSINESSES ACQUIRED: None
(B) PRO FORMA FINANCIAL INFORMATION: None
(C) SHELL COMPANY TRANSACTIONS: None
(D) EXHIBITS:
Exhibit 99.1- Press Release
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.
Monadnock Bancorp, Inc.
Date: May 25, 2007 By: /s/ William M. Pierce, Jr.
-------------------------------------
William M. Pierce, Jr.
President and Chief Executive Officer