CTLC Form 8-K 02/2007 Directors
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): February 22, 2007
Consolidated-Tomoka
Land Co.
(Exact
name of registrant as specified in its charter)
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Florida
(State
or other jurisdiction of incorporation)
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0-5556
(Commission
File Number)
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59-0483700
(IRS
Employer Identification No.)
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1530
Cornerstone Boulevard, Suite 100
Daytona
Beach, Florida
(Address
of principal executive offices)
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32117
(Zip
Code)
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Registrant’s
telephone number, including area code: (386)
274-2202
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Not
Applicable
(Former
name or former address, if changed since last report.)
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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
5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On
February 22, 2007 Mr. Byron E. Hodnett and Mr. Robert F. Lloyd notified
Consolidated-Tomoka Land Co. (the “Company”) of their resignations from the
Board of Directors of the Company, with such resignations to be effective at
the
2007 annual meeting of shareholders of the Company. Each director will continue
to serve on the Board through the 2007 annual meeting of shareholders. Neither
director resigned as a result of any disagreement with the Company on any
matter.
The
Board
of Directors of the Company has nominated Mr. William H. Davison and Mr. James
E. Jordan to replace Messrs. Hodnett and Lloyd. The nomination of Mr. Davison
was recommended by Mr. Lloyd and the nomination of Mr. Jordan was recommend
by
Mr. David Winters of Wintergreen Advisers, LLC, a shareholder of the
Company.
Mr.
Davison, age 63, is Chairman of the Board, President and Chief Executive Officer
of SunTrust Bank of East Central Florida. Mr. Jordan, age 62, retired in 2005
as
managing director of Arnhold and S. Bleichroeder Advisers, LLC (a privately
owned asset management company). Mr. Jordan currently serves on the Board of
Directors of First Eagle Funds, Florida East Coast Industries, Inc., JZ Equity
Partners, PLC, and Leucadia National Corporation. As nominees, Mr. Davison
and
Mr. Jordan will be subject to election by the Company’s shareholders as Class II
directors at the 2007 annual meeting of shareholders.
The
2007
annual meeting of shareholders is expected to be held on April 25, 2007, and
proxy materials are expected to be mailed to shareholders beginning on
March 22, 2007.
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.
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Date:
February 22, 2007
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Consolidated-Tomoka
Land Co.
By:
William
H. McMunn, President and Chief Executive
Officer
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