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): November 8, 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
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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.
SPLIT DOLLAR AGREEMENTS. On November 8, 2006, Atlantic Coast Bank (the "Bank"),
a wholly-owned subsidiary of Atlantic Coast Federal Corporation (the "Company")
entered into amended and restated split dollar agreements (the "Agreements")
with Robert J. Larison, Jr., President and Chief Executive Officer of the Bank
and the Company, Jon C. Parker, Sr., Senior Vice President and Chief Financial
Officer of the Bank and the Company and Carl W. Insel, Executive Vice President
of the Bank. The Agreements are attached as Exhibits 10.1, 10.2, and 10.3 to
this Current Report on Form 8-K. The Agreements supersede the prior split dollar
life insurance agreements entered into with the executives on September 1, 2006.
The Agreements were amended to adjust the commencement of the vesting period
from the effective date of the agreement, rather than from the time of the
executive's initial employment as originally provided, and to also make certain
other changes.
SUPPLEMENTAL RETIREMENT AGREEMENTS. On November 8, 2006, the Bank entered into a
non-qualified Supplemental Retirement Agreement ("SERP") with each of Messrs.
Parker and Insel. The SERPs provide for the payment of a monthly supplemental
executive retirement benefit equal to up to 60% of the executive's highest
average annual compensation (excluding stock-based compensation) during the
three-year annual period in the 10-year period prior to retirement. For each
full calendar quarter of employment with the Bank since January 1, 2006, Mr.
Parker shall be credited with 0.75% and Mr. Insel shall be credited with 1.15%
towards the maximum 60% of average annual compensation. Such accruals shall
continue through the last day of the calendar quarter in which the executive (i)
experiences a separation from service or (ii) attains age 55, whichever shall
occur first, but in no event will the accrued benefit percentage exceed 60%.
Such benefit shall be payable for a period of fifteen years, or under certain
circumstances, prior to age 55. The SERPs of Messrs. Parker and Insel are
attached as Exhibits 10.4 and 10.5, respectively 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: Amended and Restated Split Dollar Agreement of Robert J.
Larison, Jr.
Exhibit 10.2: Amended and Restated Split Dollar Agreement of Jon C.
Parker, Sr.
Exhibit 10.3: Amended and Restated Split Dollar Agreement of Carl W.
Insel
Exhibit 10.4: Supplemental Retirement Agreement of Jon C. Parker, Sr.
Exhibit 10.5: Supplemental Retirement Agreement of Carl W. 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: November 9, 2006 By: /s/ Jon C. Parker, Sr.
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Jon C. Parker, Sr.
Chief Financial Officer
(Duly Authorized Representative)