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 16, 2004
CRESCENT FINANCIAL CORPORATION
(Exact name of Registrant as specified in its charter)
| North Carolina | 000-32951 | 56-2259050 | ||
| (State or other jurisdiction of incorporation) |
(Commission File No.) | (IRS Employer Identification number) |
1005 HIGH HOUSE ROAD, CARY, NC 27513
(Address of principal executive offices)
Registrant’s telephone number, including area code (919) 460-7770
Not Applicable
(Former address of principal executive offices)
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 A MATERIAL DEFINITIVE AGREEMENT
On December 16, 2004, the Board of Directors of Crescent State Bank (the “Bank”), a wholly owned subsidiary of Crescent Financial Corporation (the “Registrant”), approved the Crescent State Bank Directors’ Deferral Plan (the “Plan”). The Plan permits members of the Bank’s Board of Directors to defer fees paid for attendance at Board or committee meetings in compliance with applicable sections of the Internal Revenue Code and applicable Treasury Regulations. All members of the Bank’s Board of Directors are also members of the Registrant’s Board of Directors.
The information contained in this Current Report shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits.
The following exhibits are filed herewith:
| EXHIBIT NO. |
DESCRIPTION OF EXHIBIT | |
| 10.1 | Crescent State Bank Directors’ Deferral Plan |
The Current Report on Form 8-K (including information included or incorporated by reference herein) may contain, among other things, certain forward-looking statements within the meaning of the Private Securities Reform Act of 1995, including, without limitation, (i) statements regarding certain of Crescent Financial Corporation’s goals and expectations with respect to earnings, income per share, revenue, expenses and the growth rate in such items, as well as other measures of economic performance, including statements relating to estimates of credit quality trends, and (ii) statements preceded by, followed by or that include the words “may”, “could”, “should”, “would”, “believe”, “anticipate”, “estimate”, “expect”, “intend”, “plan”, “projects”, “outlook” or similar expressions. These statements are based upon the current belief and expectations of Crescent Financial Corporation’s management and are subject to significant risks and uncertainties that are subject to change based on various factors (many of which are beyond Crescent Financial Corporation’s control).
2
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.
| CRESCENT FINANCIAL CORPORATION | ||
| By: |
/s/ Michael G. Carlton | |
| Michael G. Carlton | ||
| President and Chief Executive Officer | ||
Dated: December 21, 2004
3
EXHIBIT INDEX
| Exhibit Number |
Description of Exhibit | |
| 10.1 | Crescent State Bank Directors’ Deferral Plan |
4