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): September 14, 2007
FEDERAL
TRUST CORPORATION
(Exact
name of registrant as specified in its charter)
|
Florida
|
000-23449
|
59-2935028
|
|
(State
or other jurisdiction of
incorporation)
|
Commission
File Number
|
(I.R.S.
Employer Identification
No.)
|
312
West First Street
Sanford, Florida 32771
(address
of principal executive offices)
(407)
323-1833
(Registrant’s
telephone number, including areas code)
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 Instructions 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
1.02. Termination of a Material Definitive
Agreement.
ITEM
5.02. Departure of Directors or Certain Officers;
Election of Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.
On
September 14, 2007, Federal Trust Corporation (the “Company”) appointed Dennis
T. Ward, age 55, as its President, Chief Executive Officer and Director and
the
Company’s wholly-owned subsidiary, Federal Trust Bank (the “Bank”), appointed
Mr. Ward as its Chairman, President and Chief Executive Officer. Mr. Ward has
served as Executive Vice President of the Company since May 2007 and Executive
Vice President and Chief Operating Officer of the Bank since February 2007.
Prior to joining the Company, he served as Central Florida President of Regions
Bank for nine years. His previous banking experience includes International
Banking for SunTrust and National Bank of Detroit. Mr. Ward is a seasoned
executive with over 31 years of banking experience. In addition, Robert G.
Cox
was appointed non-executive officer Chairman of the Company. Mr. Cox joined
the
Board of Directors of the Company in November 2006.
In
connection with those appointments, the Company and the Bank terminated the
employment of James V. Suskiewich as their Chief Executive Officer and President
and as a director of the Bank. Mr. Suskiewich currently remains a director
of
the Company
The
Company has also terminated Mr. Suskiewich’s Employment Agreement dated October
1, 2005, effective October 13, 2007. Pursuant to the terms of the Employment
Agreement, the Company will incur an early termination penalty in the form
of a
severance payment equal to Mr. Suskiewich’s base salary through September 14,
2010, or $1,093,750. In addition, the Company is obligated to continue Mr.
Suskiewich’s participation in any benefit plans and programs in which he was
entitled to participate until the sooner of: (i) September 14, 2010; or (ii)
the
date he becomes eligible for participation in a comparable plan provided by
another employer; provided, in either case, however, that his continued
participation is possible under the general terms and provisions of such plans
and programs. The Company is also currently evaluating any additional
liabilities it may incur with respect to Mr. Suskiewich’s termination and
supplemental benefits.
ITEM
9.01. Financial
Statements and Exhibits.
(d)
Exhibits.
The
following exhibit is being furnished with this Report:
| 99.1 |
Press
release (solely furnished and not filed for purposes of Item
8.01).
|
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.
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|
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Federal
Trust
Corporation |
| |
(Registrant) |
|
|
|
| Date: September
14, 2007 |
By: |
/s/
Gregory E.
Smith
|
| |
Gregory E. Smith |
| |
Executive
Vice
President and Chief Financial Officer
(407)
323-1833 |