SCT 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): December 22, 2005
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SOUTHERN
CONNECTICUT BANCORP, INC.
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(Exact
Name of Registrant as Specified in its Charter)
Connecticut
(State
or
Other Jurisdiction of Incorporation)
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000-49784
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06-1609692
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(Commission
File Number)
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(IRS
Employer Identification No.)
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215
Church Street
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New
Haven, Connecticut
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06510
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(Address
of Principal Executive Offices)
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(Zip
Code)
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(203) 782-1100
(Registrant’s
Telephone Number, Including Area Code)
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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 (see General Instruction A.2. below):
[
]
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))
Section
1—Registrant’s Business and Operations
Item
1.01 Entry
into a Material Definitive Agreement.
On
December 22, 2005, the Compensation Committee of the Board of Directors approved
the acceleration of all unvested options outstanding as of December 31, 2005
granted under the Company’s 2002 Stock Option Plan, including options granted to
directors and executive officers of the Company. The decision to accelerate
the
vesting of all unvested options, which the Company believes to be in the best
interest of its shareholders, was made primarily to reduce compensation expense
that would have been recognized in future periods once the Statement of
Financial Accounting Standards No. 123 (revised 2004), “Share Based Payment,”
issued by the Financial Accounting Standards Board, becomes effective for
reporting periods beginning after January 1, 2006. The accelerated vesting
of
any “in the money” options will not have a material impact upon the Company’s
results of operations or cash flows. Details regarding the number of options
accelerated, the range of their exercise prices, and the financial effects
of
the acceleration will be reported in the Company’s Annual Report on Form 10-K
for the year ended December 31, 2005.
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.
SOUTHERN
CONNECTICUT BANCORP, INC.
By:
/s/
Michael M. Ciaburri
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Name:
Michael M. Ciaburri
Title:
President and Chief Operating Officer
Date: December
27, 2005