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): JUNE 20, 2005
FLAGSTAR BANCORP, INC.
(Exact name of registrant as specified in its charter)
MICHIGAN 1-16577 38-3150651
(State or other jurisdiction of (Commission File (I.R.S. Employer
incorporation) Number) Identification No.)
5151 CORPORATE DRIVE, TROY, MICHIGAN 48098
(Address of principal executive offices) (Zip Code)
(248) 312-2000
(Registrant's telephone number, including area code)
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 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
On June 22, 2005, Flagstar Bancorp, Inc. (the "Company") announced in a press
release that Flagstar Bank, fsb, a wholly owned subsidiary (the "Bank"), entered
into a consulting agreement with Michael W. Carrie on June 21, 2005.
Pursuant to the agreement, Mr. Carrie will provide consulting services to the
Bank until March 31, 2006. The consulting agreement provides for a monthly fee
of $60,000 and reimbursement of reasonable out-of-pocket costs and expenses
incurred by Mr. Carrie in the performance of consulting services under the
agreement. The consulting agreement also contains a non-disclosure provision,
which provides that Mr. Carrie may not, during the term of the consulting
agreement, make use of or disclose any confidential information, subject to
customary limitations.
The information set forth in Item 5.02(b) below and the agreement filed as
Exhibit 10.1 to this Form 8-K are incorporated in this Item 1.01 by reference.
ITEM 5.02 DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS;
APPOINTMENT OF PRINCIPAL OFFICERS
(a) Not applicable.
(b) Effective June 20, 2005, Mr. Carrie resigned as a member of the board
of directors of the Company and the Bank. On June 22, 2005, the Company
issued a press release announcing the resignation of Mr. Carrie as a
director of the Company and the Bank. A copy of the related press
release is attached as Exhibit 99.1 and is incorporated herein by
reference.
(c) As previously disclosed in the Company's current reports on Form 8-K
dated May 10, 2005 and April 27, 2005, Paul Borja Executive Vice
President of the Company and the Bank, became the Chief Financial
Officer effective June 21, 2005. Information required by this Item
5.02(c) and Item 1.01 was previously included in such current reports
on Form 8-K.
(d) On June 21, 2005, the Board of Directors of the Company appointed Brian
Tauber as a member of the Board of Directors of the Company and the
Bank to fill the vacancies resulting from Mr. Carrie's resignation. Mr.
Tauber was also selected to serve on the Audit Committee of both the
Company and the Bank. The Board determined that Mr. Tauber qualifies as
an additional "audit committee financial expert" as defined by the
rules and regulations of theSecurities and Exchange Commission. In
addition, the Board determined that Mr. Tauber is independent in
accordance with applicable rules of the Securities and Exchange
Commission and the New York Stock Exchange.
Since 2001, Mr. Tauber has served as Chief Executive Officer and
President of Carolina Precision Plastics, LLC, an injection molder and
assembler located in Asheboro, North Carolina serving the lip balm,
marker/pen and cosmetics industries. Since 2003, Mr. Tauber has served
as President and Chief Executive Officer of C Enterprises, L.P., a
custom cable assembly manufacturer located in Vista, California serving
the data and telecom industries. Mr. Tauber is also a principal of BLT
Ventures, LLC, which acquires majority interests in mid-market
manufacturing companies. Mr. Tauber received his Masters in Business
Administration and a law degree from the University of Michigan in
1992, and his undergraduate degree from the University of Pennsylvania
in 1988.
On June 22, 2005, the Company announced the addition of Mr. Tauber as a
new director of the Company and the Bank. A copy of the related press
release is attached as Exhibit 99.1 and is incorporated herein by
reference.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(c) The following exhibits are being furnished herewith:
Exhibit No. Exhibit Description
- ----------- -------------------
10.1 Consulting Agreement between Flagstar Bank, fsb and Michael W. Carrie effective as of June 21, 2005.
99.1 Press Release dated June 22, 2005.
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.
FLAGSTAR BANCORP, INC.
Dated: June 22, 2005 By: /s/ Paul D. Borja
------------------------------------
Paul D. Borja
Executive Vice-President and Chief
Financial Officer
EXHIBIT INDEX
Exhibit No. Exhibit Description
- ----------- -------------------
10.1 Consulting Agreement between Flagstar Bank, fsb and Michael W. Carrie effective as of June 21, 2005.
99.1 Press Release dated June 22, 2005.