UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
(Amendment No. 1)
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 22, 2009
FOUR OAKS FINCORP, INC.
(Exact name of registrant as specified in its charter)
North Carolina 000-22787 56-2028446
(State or other jurisdiction (Commission File Number) (I.R.S. Employer
of incorporation) 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))
EXPLANATORY NOTE
This amendment to the Current Report on Form 8-K filed by Four Oaks
Fincorp, Inc. with the Securities and Exchange Commission on September 1, 2009
is filed to correct inadvertent errors in the calculation of the number of
shares reserved for issuance under the NSOP and the ESPBP (each as defined
below) disclosed in Item 5.02 of the original Form 8-K and included in each of
the exhibits filed with the original Form 8-K and incorporated therein by
reference. Item 5.02 is amended to include the correct reserve numbers, and
corrected Exhibits 10.1 and 10.2 are filed with this amendment to replace the
prior exhibits. Other than as described above, this amendment does not amend any
other information previously filed in the original Form 8-K.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of
Certain Officers.
(e) On June 22, 2009, the Board of Directors of Four Oaks Fincorp, Inc.
(the "Company") adopted amendments, effective September 1, 2009, to the
Company's Non-qualified Stock Option Plan (Amended and Restated May 17, 2001)
(the "NSOP") and the Company's Employee Stock Purchase and Bonus Plan (Amended
and Restated August 20, 2001) (the "ESPBP") to increase the number of shares of
the Company's common stock available for issuance under the NSOP and ESPBP. The
number of shares of the Company's common stock reserved for issuance under the
NSOP was increased by 200,000 shares, from 1,342,773 shares to 1,542,773 shares.
The number of shares of the Company's common stock reserved for issuance under
the ESPBP was increased by 100,000 shares, from 268,554 shares to 368,554
shares.
Copies of the amendments to the NSOP and ESPBP are filed as Exhibits 10.1
and 10.2, respectively, to this report and are incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. Description of Exhibit
10.1 Amendment No. 1, effective September 1, 2009, to Amended
and Restated Non-qualified Stock Option Plan
10.2 Amendment No. 1, effective September 1, 2009, to Amended
and Restated Employee Stock Purchase and Bonus Plan
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/ Nancy S. Wise
-----------------------------------
Nancy S. Wise
Executive Vice President,
Chief Financial Officer
Date: September 29, 2009
EXHIBIT INDEX
Exhibit No. Description of Exhibit
10.1 Amendment No. 1, effective September 1, 2009, to Amended
and Restated Non-qualified Stock Option Plan
10.2 Amendment No. 1, effective September 1, 2009, to Amended
and Restated Employee Stock Purchase and Bonus Plan