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): February 22, 2005
FOUR OAKS FINCORP, INC.
(Exact name of registrant as specified in its charter)
North Carolina 000-22787 56-2028446
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification Number)
6114 U.S. 301 South
Four Oaks, North Carolina 27524
(Address of principal executive offices) (Zip Code)
(919) 963-2177
Registrant's telephone number, including area code
N/A
(Former name or former address, if changed since last report)
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
From time to time, Four Oaks Fincorp, Inc. (OTCBB:FOFN) (the "Company")
makes stock option awards to officers and directors of the Company and its
subsidiaries pursuant to its Nonqualified Stock Option Plan (the "Plan"). The
Company filed a copy of the Plan on August 16, 2004 with the Securities and
Exchange Commission as Exhibit Number 10.2 to its quarterly report on Form
10-QSB for the quarterly period ended June 30, 2004. The Company is filing as
exhibits 10.1 and 10.2, respectively, to this Form 8-K the form of stock option
agreement to be used under the Plan for grants of non-qualified stock options to
non-employee directors and the form of stock option agreement to be used under
the Plan for grants of non-qualified stock options to employees.
On February 22, 2005, the Company granted non-qualified stock options under
the Plan to directors and executive officers pursuant to the forms of agreement
attached hereto as exhibits 10.1 and 10.2, respectively. The options expire on
February 22, 2009, the exercise price of each option is $22.75 per share and
each option vests and becomes exercisable in full on February 22, 2006. The
specific grants are as follows:
Grants Pursuant to
the Stock Option Agreement for Employees
# of Shares of
Common Stock
Name Underlying Option
- ---- -----------------
Ayden R. Lee 4,000
Clifton L. Painter 2,075
Nancy S. Wise 1,975
W. Leon Hiatt, III 1,975
Jeffrey Pope 1,975
Grants Pursuant to
the Stock Option Agreement for Non-Employee Directors
# of Shares of
Common Stock
Name Underlying Option
- ---- -----------------
M.S. Canaday 300
William J. Edwards 300
Warren L. Grimes 300
William Ashley Turner 300
Dr. R. Max Raynor 300
Paula Canaday Bowman 300
Percy Y. Lee 300
Item 9.01 Financial Statements and Exhibits
(c) Exhibits.
Exhibit No. Description
----------- -----------
10.1 Form of Stock Option Agreement for Non-Employee
Directors
10.2 Form of Stock Option Agreement for Employees
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.
FOUR OAKS FINCORP, INC.
By: /s/ Ayden R. Lee, Jr.
-------------------------------------
Ayden R. Lee, Jr.
President and Chief Executive Officer
Date: February __, 2005
EXHIBIT INDEX
-------------
Exhibit No. Description
----------- -----------
10.1 Form of Stock Option Agreement for Non-Employee Directors
10.2 Form of Stock Option Agreement for Employees