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): September 1, 2006
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ATLANTIC COAST FEDERAL CORPORATION
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(Exact name of Registrant as specified in its charter)
Federal 000-50962 59-3764686
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(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation) File Number) Identification No.)
505 Haines Avenue, Waycross, Georgia 31501
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(Address of principal executive offices)
(800) 342-2824
Registrant's telephone number, including area code
Not Applicable
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(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.
On September 1, 2006, Atlantic Coast Bank (the "Bank"), the wholly-owned
subsidiary of Atlantic Coast Federal Corporation (the "Company") and the
Company, entered into an employment agreement (the "Agreement") with Jon C.
Parker, Sr., Senior Vice President and Chief Financial Officer of the Bank and
the Company. The Agreement is attached as Exhibit 10.1 to this Current Report on
Form 8-K. The Agreement provides for a one-year term, renewable for terms of one
year, and a salary of $145,000. In the event that Mr. Parker is terminated
without cause, he is entitled to a lump sum payment equal to what he would have
been paid for a period of one year following the date of termination or in the
case of a change in control such period would be increased to eighteen months.
On September 1, 2006, the Bank entered into split dollar life insurance
agreements with Robert J. Larison, Jr., President and Chief Executive Officer of
the Bank, Carl Insel, Executive Vice President of the Bank, and Jon C. Parker,
Sr., Senior Vice President and Chief Financial Officer of the Bank. Each
agreement provides that the Bank shall obtain insurance policies on the lives of
Messrs. Larison, Insel and Parker. If the insured is employed by the Bank at the
time of his death or has retired after completing at least 10 years of
employment with the Bank, then the insured's designated beneficiaries will
receive a lump sum payment directly from the insurance company equal to three
times the insured's highest base annual salary earned during the last 10 years
before his death or retirement. The remainder of the insurance proceeds will be
paid to the Bank. The Bank pays the premiums to keep the insurance policies in
force and the Bank retains the right to terminate any of the insurance policies.
At all times, the Bank is the owner of the cash surrender value of the insurance
policies. In the event of a change in control of the Bank, the death benefit
coverage remains in place. The insured may not assign any right or interest in
the insurance policies and have no ownership interest in the life insurance
policies. The split dollar life insurance agreements are attached as Exhibits
10.2, 10.3 and 10.4 to this Current Report on Form 8-K.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(A) FINANCIAL STATEMENTS OF BUSINESSES ACQUIRED: None
(B) PRO FORMA FINANCIAL INFORMATION: None
(C) SHELL COMPANY TRANSACTIONS: None
(D) EXHIBITS:
Exhibit 10.1: Employment Agreement of Jon C. Parker, Sr.
Exhibit 10.2: Split Dollar Agreement of Robert J. Larison, Jr.
Exhibit 10.3: Split Dollar Agreement of Jon C. Parker, Sr.
Exhibit 10.4: Split Dollar Agreement of Carl Insel
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.
ATLANTIC COAST FEDERAL CORPORATION
Date: September 8, 2006 By: /s/ Robert J. Larison, Jr.
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Robert J. Larison, Jr.
President and Chief Executive Officer
(Duly Authorized Representative)