Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers
Effective January 1, 2020, Christopher Becker has succeeded Michael N. Vittorio
as President and Chief Executive Officer of The First of Long Island Corporation
(the "Company"), and its wholly owned subsidiary, The First National Bank of
Long Island (the "Bank"), and he has been appointed to the Board of Directors of
the Company and the Bank. Mr. Vittorio will remain a director past his December
31, 2019 retirement date and until the 2020 annual meeting of stockholders.
The Company also has announced that effective January 1, 2020, Mark D. Curtis
and Paul J. Daley have retired from employment with the Company and the Bank.
Mr. Curtis has served as Senior Executive Vice President and Chief Financial
Officer of the Company and the Bank, and Treasurer of the Company and Cashier of
the Bank; and Mr. Daley has served as Executive Vice President of the Company
and the Bank and Senior Commercial Banking Officer of the Bank. The parties
have agreed that under the terms of their employment agreements with the Company
and the Bank (the "Employment Agreements"), the retirements will be considered a
termination of employment without cause. The Company and the Bank have entered
into retirement agreements with Messrs. Curtis and Daley as of January 1, 2020
(the "Retirement Agreements"), under which the Bank shall: (1) pay $865,262 to
Mr. Curtis and $930,816 to Mr. Daley in a cash lump sum to settle any
outstanding contractual obligations that the Company or Bank may have under the
Employment Agreements; and (2) transfer ownership to Messrs. Curtis and Daley of
their company-issued automobiles. Additionally, the Company shall expense
approximately $839,600 related to restricted stock units earned by Messrs.
Vittorio and Curtis. The expenses related to severance and the restricted stock
units are expected to be reflected in the financial statements for the quarter
and year ended December 31, 2019. The Retirement Agreement with Mr. Curtis
includes certain consulting services to be provided by Mr. Curtis for the twelve
month period following his retirement, for which he will be compensated
$135,000. The foregoing summary of the Retirement Agreements is qualified in
its entirety by the full text of the Retirement Agreements, copies of which are
attached to this Form 8-K as Exhibits 10.1 and 10.2 and incorporated herein by
reference.
Effective January 1, 2020, Jay P. McConie has been appointed Executive Vice
President and Chief Financial Officer of the Company and the Bank, Treasurer of
the Company and Cashier of the Bank. Mr. McConie (age 51) has been employed as
Senior Vice President and Chief Investment Officer of the Bank since 2015.
Prior to that time, Mr. McConie served as Executive Vice President and Chief
Financial Officer of Community National Bank from 2007 to 2015. Mr. McConie
began his career at KPMG LLP in their Financial Services Group. He is a
graduate of Long Island University with a B.S. in Accounting and a Certified
Public Accountant.
The Company and Bank have entered into an employment agreement (the "Agreement")
with Mr. McConie, effective as of January 1, 2020, which Agreement replaces a
severance agreement previously entered into with Mr. McConie. The Agreement
provides for a base salary of $300,000 and has a term of two years. Commencing
on the first anniversary date of the agreement and continuing on each
anniversary date thereafter, the agreement renews for an additional period of
one year such that the remaining term shall be two years unless written notice
of non-renewal is provided to Mr. McConie at least thirty days prior to any such
anniversary date. Notwithstanding the foregoing, the Agreement shall expire on
December 31 of the calendar year in which the executive attains age 65. Pursuant
to the Agreement, if Mr. McConie is terminated by the Board without cause or he
terminates his employment following an event constituting Good Reason, he will
receive a cash lump sum severance payment equal to two times his base salary
plus an amount equal to the product of the reasonably estimated monthly cost of
the medical, dental and vision insurance coverage maintained by the Bank for him
immediately prior to the date of termination multiplied by twenty-four. The cash
lump sum payment is conditioned on the execution a release of any claims against
the Company. Severance payments following a change in control will be reduced
to avoid an excess parachute payment under Section 280G of the Internal Revenue
Code if doing so results in a greater after-tax benefit to him. Mr. McConie is
subject to non-compete and non-solicitation provisions for a one year period
following termination of employment. However, such restrictions do not apply in
the event of termination of employment for cause or a termination of employment
following a change in control.
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The foregoing summary of the Agreement is qualified in its entirety by the full
text of the Agreement, a copy of which is attached to this Form 8-K as Exhibit
10.3 and incorporated herein by reference.
Copies of press releases issued by the Company relating to the succession of
Christopher Becker as President and Chief Executive Officer and the appointment
of Jay P. McConie as Executive Vice President and Chief Financial Officer are
attached as Exhibits 99.1 and 99.2 to this Form 8-K.
Item 9.01 Financial Statements and Exhibits
(a) Financial Statements of Not Applicable.
Businesses Acquired.
(b) Pro Forma Financial Not Applicable.
Information.
(c) Shell Company Not Applicable.
Transactions.
(d) Exhibits Description
10.1 Retirement and Consulting Agreement
between The First of Long Island
Corporation, The First National Bank of
10.2 Long Island and Mark D. Curtis dated as
of January 1, 2020.
10.3 Retirement Agreement between The First
of Long Island Corporation, The First
National Bank of Long Island and Paul
Daley dated as of January 1, 2020.
Employment Agreement between The First
of Long Island Corporation, The First
National Bank of Long Island and Jay P.
McConie dated as of January 1, 2020.
99.1 Press Release dated January 3, 2020
regarding the succession of Christopher
Becker as President and Chief Executive
99.2 Officer.
Press Release dated January 3, 2020
regarding the appointment of Jay P.
McConie as Executive Vice President and
Chief Financial Officer.
104 The cover page for this Current Report
on Form 8-K, formatted in Inland XBRL
(included as Exhibit 101).
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