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 Act of 1934 Date of Report (Date of earliest event reported) November 7, 2001 ----------------- CAVALRY BANCORP, INC. -------------------------------- (exact name of registrant as specified in its charter) Tennessee 0-23605 62-1721072 ------------------------------------------------------------------------- (State or other (Commission (I.R.S. Employer jurisdiction File Number) Identification No.) of incorporation) 114 West College Street, Murfreesboro, Tennessee 37130 ------------------------------------------------ ----------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including are code (615) 893-1234 --------------- Not Applicable ----------------------------------------------------------------------- (Former name or former address, if changed since last report) Item 5. Other Events Cavalry Bancorp, Inc. (Nasdaq:CAVB) (the Company) announced on November 7, 2001 that it will terminate the Company's Management Recognition Plan (the Plan) and take a non-recurring, non-cash charge of approximately $1.8 million (after-tax) in its fourth quarter ending December 31, 2001. The press release concerning the announcement of this event is incorporated herein by reference and is included as Exhibit 99(a) to this Form 8-K. Item 7. Exhibits 99. Exhibits (a) Press Release of the Company Dated November 7, 2001 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. CAVALRY BANCORP, INC. Date: November 7, 2001 By: /s/Ronald F. Knight ----------------------------- Ronald F. Knight President and Chief Operating Officer Date: November 7, 2001 By: /s/Hillard C. Gardner -------------------------- Hillard C. Gardner Senior Vice President and Chief Financial Officer EXHIBIT 99(a) Press Release ----------------------------------------------------------------------- Contact: William S. Jones Executive Vice President and Chief Administrative Officer (615) 849-2272 CAVALRY BANCORP ELECTS TO TAKE NON-RECURRING, NON-CASH CHARGE IN THE FOURTH QUARTER MURFREESBORO, Tenn. (November 7, 2001) Cavalry Bancorp, Inc. (Nasdaq:CAVB) (the Company) today announced that it will terminate the Company's Management Recognition Plan (the Plan) and take a non-recurring, non-cash charge of approximately $1.8 million (after-tax) in its fourth quarter ending December 31, 2001. The Plan, which was approved by stockholders and began in 1999, was established to build long-term equity interest in the Company for officers and key employees. Commenting on the announcement, Ed C. Loughry, Jr., Chairman and Chief Executive Officer of Cavalry Bancorp, said, "By going ahead and recognizing this one-time charge to operating earnings in the fourth quarter of this year, we will eliminate an ongoing expense in years 2002, 2003 and 2004. We believe that by taking this action now it should have a positive impact on earnings during that time period. The charge will cause our financial results to reflect a loss for the fourth quarter; however, we expect to report a profit for our full year ending December 31, 2001. The charge does not affect the cash position of the Company." Loughry went on to say, "Cavalry Banking continues to experience good growth in deposits and loans in 2001 and we are pleased with the overall quality of our loan portfolio. We are benefiting from the relatively strong and diverse economy of our markets and believe the Company is well positioned to achieve solid financial results in the future." With assets of over $400 million, Cavalry Bancorp, the parent of Cavalry Banking, is a community-oriented financial institution operating nine offices in Central Tennessee. Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995: The statements contained in this release which are not historical facts contain forward looking information with respect to plans, projections or future performance of the Company, the occurrence of which involve certain risks and uncertainties detailed in the Company's filings with the Securities and Exchange Commission. -###-