Form 8-K
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
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): August
15, 2006
FLUSHING
FINANCIAL CORPORATION.
(Exact
Name of Registrant as Specified in Charter)
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DELAWARE
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000-24272
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11-3209278
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(State
of Incorporation)
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(Commission
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(IRS
Employer
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File
Number)
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Identification
No.)
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1979
MARCUS AVENUE, SUITE E140
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LAKE
SUCCESS, NEW YORK
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06901
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(Address
of Principal Executive Offices)
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(Zip
Code)
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Registrant's
telephone number, including area code: (2718) 595−3000
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 Material Definitive Agreement.
Flushing
Savings Bank, FSB (the “Bank”) has made several changes to its retirement
programs by action of the Bank’s Board of Directors and Compensation Committee
at a meeting held August 15, 2006. Effective
September 30, 2006, the Bank’s Retirement Plan, a defined benefit pension plan,
will be frozen so that no further benefits will accrue under the Retirement
Plan
after that date. Effective October 1, 2006, the Bank will add a new program
to
its 401(k) Plan (the “Defined Contribution Retirement Program”) and will add a
new non-qualified defined contribution plan (the “Non-Qualified Plan”).
Under
the
Defined Contribution Retirement Program, the Bank will make an annual
contribution equal to 4% of each eligible participant’s base salary (pro rated
for the period October 1, 2006 to December 31, 2006). This contribution will
vest over one to five years of service (or upon retirement, death, disability
or
a change of control) and it will initially be invested in Flushing Financial
Corporation (“FFC”) common stock, although participants will be able to change
the investment at any time.
The
new
Non-Qualified Plan is intended to make up for any contributions that could
not
be made to the Bank’s 401(k) Plan and the FFC Profit Sharing Plan because of the
Internal Revenue Code Section 415 limit on annual additions. (This limit, which
is adjusted periodically for inflation, is $44,000 for 2006.) For any
participant affected by this limit, the Bank will contribute an amount equal
to
the additional contributions that would have been made for the participant
under
the Bank’s 401(k) Plan and the FFC Profit Sharing Plan but for this limit. These
contributions will be made to a “rabbi trust” and invested in “phantom shares”
of FFC common stock. The vesting provisions under the Non-Qualified Plan will
be
the same as under the new Defined Contribution Retirement Program.
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.
Date:
August 30, 2006
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FLUSHING
FINANCIAL CORPORATION |
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By:
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/s/
Anna Piacentini
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Name:
Anna Piacentini
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Title:
Senior Vice President
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