UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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): JANUARY 31, 2007
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COMMUNITY SHORES BANK CORPORATION
(Exact name of registrant as specified in its charter)
MICHIGAN 000-51166 38-3423227
(State or other jurisdiction (Commission File (IRS Employer
of incorporation) Number) Identification Number)
1030 W. NORTON AVENUE, MUSKEGON, MICHIGAN 49441
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code 231-780-1800
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 (see General Instruction A.2. below):
[ ] 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
Adoption of Executive Incentive Plan
On January 31, 2007, the Board of Directors of Community Shores Bank
Corporation (the "Company") adopted the Executive Incentive Plan (the "Plan"),
effective as of January 1, 2007. The purpose of the Plan is to promote the
long-term success of the Company, to provide a competitive pay package for key
executives, to help attract and retain key executives, and to align the personal
interests of the Company's key executives with those of its owners.
The Plan permits the payout of annual bonus awards to key executives of the
Company and its subsidiaries in the form of cash and shares of common stock
("Performance Awards"). The provisions of the Plan that provide for payout of a
portion of the bonus in common stock are subject to approval of the Plan by the
Company's shareholders at the 2007 annual meeting of shareholders or any
adjournment of that meeting. If the Company's shareholders do not approve the
Plan, the Performance Awards will be paid solely in cash.
The Board of Directors has appointed the Company's Compensation Committee
as the administrator of the Plan (the "Administrator"). The Plan provides that
within the first 90 days of the Company's fiscal year, the Administrator will
designate which key employees are participants in the Plan; determine the
financial and strategic goals for the Plan (the "Performance Goals"); and
establish the basis and methodology for determining the bonus pool from which
Performance Awards under the Plan will be paid for such fiscal year. It is
anticipated that Plan participants will include the named executive officers, as
follows:
NAME POSITION
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Heather D. Brolick President and Chief Executive Officer
Tracey A. Welsh Senior Vice President, Chief Financial Officer and Treasurer
Ralph R. Berggren Senior Vice President
The Plan provides that within 70 days after the end of the fiscal year, the
Administrator will determine the Performance Award made to each Plan
participant, based on the size of the bonus pool and the extent to which the
Company and the participants have achieved the Performance Goals. The maximum
Performance Award that may be paid to any named executive officer under the Plan
in any fiscal year will not exceed $150,000.
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Performance Awards will be paid to the participants by March 15 of the year
following the fiscal year in which the participant earned the Performance Award.
Any portion of a Performance Award that is paid in the form of common stock will
be awarded to the participant as "Restricted Shares." The Restricted Shares will
be subject to such restrictions and conditions (including vesting) as are
determined by the Administrator. The maximum aggregate number of shares of
common stock that may be issued under the Plan, which may be either unauthorized
and unissued shares or issued shares reacquired by the Company, is 60,000
shares.
Generally, a participant must be employed by the Company or a subsidiary on
the last day of the fiscal year to be eligible to receive payment of a
Performance Award for such year. However, if a participant terminates employment
during the fiscal year due to death, disability or retirement, the participant
will be eligible to receive a pro rata portion of the Performance Award based on
the number of full months the participant was employed by the Company or a
subsidiary prior to termination of employment.
A copy of the Plan is attached to this report as an exhibit.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits.
Exhibit Number Description
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10.1 Community Shores Bank Corporation Executive Incentive Plan
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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.
COMMUNITY SHORES BANK CORPORATION
By: /s/ Tracey A. Welsh
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Tracey A. Welsh
Senior Vice President,
Chief Financial Officer and
Treasurer
Date: February 1, 2007
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EXHIBIT INDEX
Exhibit Number Description
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10.1 Community Shores Bank Corporation Executive Incentive Plan
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