- Current report filing (8-K)
April 23 2010 - 4:05PM
Edgar (US Regulatory)
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 and
Exchange Act of 1934
Date of Report (Date of earliest event reported)
April 21, 2010
Touchmark
Bancshares, Inc.
(Exact name of registrant as specified in its charter)
Georgia
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333-143840
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20-8746061
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(State or other jurisdiction
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(Commission File Number)
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(IRS Employer
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of incorporation)
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Identification No.)
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3651 Old Milton Parkway, Alpharetta, Georgia
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30005
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(Address of principal executive offices)
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(Zip Code)
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Registrants telephone number, including area code
(770) 407-6700
(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):
o
Written communications pursuant to Rule 425
under the Securities Act (17 CFR 230.425)
o
Soliciting material pursuant to Rule 14a-12
under the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement communications pursuant to Rule 14d-2(b) under
the Exchange Act (17 CFR 240.14d-2(b))
o
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.
(a)
On April 21, 2010,
Touchmark Bancshares, Inc. (the Company) received notice of the
resignation of John L. Johnson from his position as a director of the Company
and the Companys national bank subsidiary, Touchmark National Bank. Mr. Johnson informed the Company that he
was resigning due to his perception of certain practices of the leadership of
the boards related to board discussions of business matters. Mr. Johnsons letter, which is attached
hereto as Exhibit 17.1 and incorporated herein by reference, includes a
description of the circumstances related to his resignation. The Company has provided Mr. Johnson
with a copy of the disclosure set forth herein.
Item 7.01
Regulation
FD Disclosure.
On April 23, 2010, the Company mailed a letter to its
shareholders. A copy of the letter is
attached hereto as Exhibit 99.1 and incorporated herein by reference.
The information in this Item 7.01 is being furnished and shall not be
deemed filed for the purposes of Section 18 of the Securities Exchange
Act of 1934, as amended, or otherwise subject to the liabilities of that
section. The information in this Item
7.01 shall not be incorporated by reference into any registration statement or
other document pursuant to the Securities Act of 1933, as amended.
Item 9.01
Financial
Statements and Exhibits.
(d)
Exhibits.
Exhibit No.
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Exhibit
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17.1
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Letter
dated April 20, 2010 from John L. Johnson.
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99.1
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Letter
dated April 22, 2010 to the Shareholders of the Company.
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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.
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TOUCHMARK
BANCSHARES, INC.
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By:
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/s/
William R. Short
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William
R. Short
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President
and Chief Executive Officer
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Dated:
April 23, 2010
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3
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