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): |
April 10, 2009 |
First Business Financial Services, Inc.
|
| (Exact name of registrant as specified in its charter) |
Wisconsin
|
0-51028
|
39-1576570
|
| (State or other |
(Commission File |
(IRS Employer |
| jurisdiction of |
Number) |
Identification No.) |
| incorporation) |
401 Charmany Drive, Madison, Wisconsin 53719
|
| (Address of principal executive offices, including zip code) |
(608) 238-8008
|
| (Registrant’s telephone number) |
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
April 10, 2009, the Board of Directors of First Business Financial Services, Inc. (the
“Company”) approved an amendment (the “Amendment”) to the
Company’s Annual Incentive Bonus Plan (the “Plan”). Prior to the Amendment,
the Plan provided that the Company and each of its subsidiaries (other than First Business
Trust & Investments) use three equally-weighted performance measures: (1) Return on
Equity (for purposes of calculating the Company portion of the payout mix) or Return on
Assets (for purposes of calculating a subsidiary’s portion of the payout mix); (2)
Net Interest Income plus Fee Income (“Top Line Growth”) and (3) Adjusted Net
Income (measured for the Company as Net Income pre-tax, pre-loan loss provision and after
actual net charge offs, and measured for the subsidiaries as Net Income pre-tax,
pre-allocation, pre-loan loss provision and after actual net charge offs). The Plan
provided that First Business Trust & Investments use two equally-weighted performance
measures: (1) Top Line Growth and (2) Adjusted Net Income (measured in the same manner as
the other subsidiaries).
The
Amendment replaced the Top Line Growth performance measure with a Net Income measure for
the Company and each of its subsidiaries (including First Business Trust &
Investment). The foregoing description of the Plan, as amended, is qualified in its
entirety by reference to the full text of the Plan, as amended, a copy of which is filed herewith as
Exhibit 10.1 and is incorporated herein by reference.
| Item 9.01. |
Financial
Statements and Exhibits. |
| |
(d) |
Exhibits.
The following exhibit is filed herewith: |
| |
(10.1) |
First
Business Financial Services, Inc. Annual Incentive Bonus Plan, as amended. |
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.
|
FIRST BUSINESS FINANCIAL SERVICES, INC. |
Date: April 10, 2009 |
By: /s/ Barbara M. Conley |
|
Barbara M. Conley, Senior Vice President, General |
|
Counsel and Corporate Secretary |
FIRST BUSINESS
FINANCIAL SERVICES, INC.
Exhibit Index to
Current Report on Form 8-K
Exhibit
Number
| 10.1 |
First
Business Financial Services, Inc. Annual Incentive Bonus Plan, as amended. |