UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): November 8, 2005
FIRST ACCEPTANCE CORPORATION
(Exact Name of Registrant as Specified in Charter)
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| Delaware
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001-12117
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75-1328153 |
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| (State or Other Jurisdiction
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(Commission File Number)
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(I.R.S. Employer |
| of Incorporation)
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Identification No.) |
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| 3813 Green Hills Village Drive
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| Nashville, Tennessee
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37215 |
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| (Address of Principal Executive Offices)
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(Zip Code) |
(Registrant’s Telephone Number, Including Area Code)
(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))
TABLE OF CONTENTS
Item 1.01 Entry Into a Material Definitive Agreement.
In September 2005, the members of the Compensation Committee (the “Committee”) of the Board of
Directors of First Acceptance Corporation (the “Company”) approved the following bonuses to certain
named executive officers of the Company with respect to such executive officers’ performance during
the fiscal year ended June 30, 2005, which bonuses were paid during the fiscal year ended June 30,
2006:
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| Name |
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Title |
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Bonus |
Charles D. Hamilton
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Senior Vice President, Chief Financial
Officer and Treasurer
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15,000 |
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William R. Pentecost
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Chief Information Officer
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20,000 |
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Randy L. Reed
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Senior Vice President – Sales and
Marketing
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35,000 |
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The members of the Committee also approved the following increase in the base salary of the
following named executive officer of the Company:
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| Name |
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Title |
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Old Base Salary |
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New Base Salary |
Randy L. Reed
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Senior Vice
President – Sales
and Marketing
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151,600 |
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175,000 |
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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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FIRST ACCEPTANCE CORPORATION
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By: |
/s/ Stephen J. Harrison
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Stephen J. Harrison |
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President and Chief Executive Officer |
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Date: November 8, 2005