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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
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Date of report (Date of earliest event reported): April 24, 2007
FIRST IPSWICH BANCORP
(Exact name of registrant as specified in its charter)
Massachusetts 333-114018 04-2955061
(State or other jurisdiction (Commission File (IRS Employer
of incorporation) Number) Identification No.)
31 Market Street, Ipswich, Massachusetts 01938
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (978) 356-3700
Not Applicable
(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 communication 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.
On April 25, 2007, John T. Coughlin and H.A. Patrican each informed the
President of First Ipswich Bancorp (the "Company") that they will not stand for
re-election when their terms as directors expire at the annual meeting of
stockholders on May 16, 2007 (the "Annual Meeting"). Until the Annual Meeting,
both individuals will continue to serve as directors of the Company and Mr.
Coughlin will continue to serve as a member of the Compensation Committee and of
the Loan Committee. No disagreement with the Company caused (in whole or in
part) Mr. Coughlin's or Mr. Patrican's decision not to stand for re-election.
On April 24, 2007, Edward D. Dick informed the President of the Company
that he will not stand for re-election when his term as director expires at the
Annual Meeting. He will continue to serve as director of the Company and a
member of the Loan Committee until the Annual Meeting. A copy of Mr. Dick's
letter to the President expressing his decision not to stand for re-election and
his description of the circumstances surrounding his decision is attached to
this Current Report on Form 8-K as Exhibit 17.1 and incorporated herein by
reference. The Board of Directors categorically disagrees with Mr. Dick's
assertions and strongly believes the Directors exercise their business judgment
in an unfettered and independent manner.
On April 30, 2007, the Board of Directors of the Company nominated all of
the present Directors (except for Messrs. Coughlin, Dick, and Patrican) to stand
for re-election at the Annual Meeting.
Item 9.01 Financial Statements and Exhibits
(c) Exhibits
Exhibit No. Description
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17.1 Letter from Edward D. Dick to Russell G. Cole, President of
the Company, dated April 24, 2007.
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.
FIRST IPSWICH BANCORP
Date: April 30, 2007 By: /s/ Timothy L. Felter
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Timothy L. Felter
Senior Vice President and
Chief Financial Officer
EXHIBIT INDEX
Exhibit No. Exhibit Description
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17.1 Letter from Edward D. Dick to Russell G. Cole, President of
the Company, dated April 24, 2007.