UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
OMB Number: 3235-0060
Expires: April 30, 2009
Estimated average burden
hours per response.......28.0
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): May 19, 2009
BANKATLANTIC BANCORP, INC.
(Exact name of registrant as specified in its charter)
|
|
|
|
|
Florida
|
|
34-027228
|
|
65-0507804 |
|
|
|
|
|
(State or other jurisdiction
of incorporation)
|
|
(Commission
File Number)
|
|
(IRS Employer
Identification No.) |
|
|
|
2100 West Cypress Creek Road, Fort Lauderdale, Florida
|
|
33309 |
|
|
|
(Address of principal executive offices)
|
|
(Zip Code) |
Registrants telephone number, including area code: 954-940-5000
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 (see General Instruction
A.2. below):
|
|
|
o |
|
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|
|
|
o |
|
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
|
|
|
o |
|
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b)) |
|
|
|
o |
|
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. |
(e) At the Annual Meeting of Shareholders of BankAtlantic Bancorp, Inc. (the Company) held
on May 19, 2009, the Companys shareholders approved an amendment (the Amendment) to the
Companys 2005 Restricted Stock and Option Plan (the Plan) which increased the aggregate number
of shares of the Companys Class A Common Stock available for grant under the Plan from 1,200,000
shares to 9,375,000 shares. The Amendment also (i) increased the number of shares of restricted
stock and the number of shares underlying stock options which may be granted during any calendar
year to covered employees of the Company, as well as the number of shares underlying options which
may be granted to any person under the Plan during any calendar year, to the full amount of shares
available for grant under the Plan, (ii) gives the committee responsible for administering the Plan
(which is currently the Companys Compensation Committee) the discretion to re-price previously
granted stock options and/or substitute new awards for previously granted awards which have less
favorable terms, including higher exercise prices, and (iii) re-affirmed the performance goals
under the Plan such that, for the remaining term of the Plan, the Company may grant
performance-based restricted stock awards under the Plan without any further shareholder approval.
Other than as described above, the terms and conditions of the Plan, which were approved by
the Companys shareholders at the Companys 2005 Annual Meeting of Shareholders, were not impacted
by the Amendment. The description of the Amendment contained herein is qualified in its entirety
by reference to the full text of the Plan, as amended by the Amendment, which is filed as Exhibit
10.1 hereto and is incorporated herein by reference.
|
|
|
Item 9.01 |
|
Financial Statements and Exhibits. |
(d) Exhibits
|
10.1 |
|
BankAtlantic Bancorp, Inc. 2005 Restricted Stock and Option Plan, as amended
(Incorporated by reference to Appendix B to the Companys Definitive Proxy Statement on
Schedule 14A, filed with the Securities and Exchange Commission on April 29, 2009) |
2