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:
November 20, 2008
(Date of Earliest Event Reported)
MASSACHUSETTS
(State or Other Jurisdiction of Incorporation)
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| 1-9047
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04-2870273 |
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(I.R.S. Employer Identification No.) |
INDEPENDENT BANK CORP.
288 UNION ST., ROCKLAND, MA
(Address of Principal Executive Offices)
02370
(Zip Code)
NOT APPLICABLE
(Former Address of Principal Executive Offices)
(Zip Code)
781-878-6100
(Registrant’s Telephone Number, Including Area Code)
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):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c)) |
TABLE OF CONTENTS
Item 1.01 Entry into a Material Definitive Agreement
On November 20, 2008 Independent Bank Corp. (the “Company”), and/or its wholly-owned
subsidiary Rockland Trust Company (“Rockland Trust”), entered into revised, written employment
arrangements with the Executive Officers of the Company and/or of Rockland Trust, namely
Christopher Oddleifson, Raymond G. Fuerschbach, Edward F. Jankowski, Jane L. Lundquist, Gerard F.
Nadeau, Edward H. Seksay, and Denis K. Sheahan. On November 20, 2008 Rockland Trust also approved
the Rockland Trust Company Amended And Restated Supplemental Executive Retirement Plan for the same
group of Executive Officers.
The employment agreements were revised, and the Supplemental Executive Retirement Plan amended
and restated, to implement changes that are necessary or advisable to comply with Section 409A of
the Internal Revenue Code. The revisions to the employment agreements and to the Supplemental
Executive Retirement Plan did not confer additional economic benefits on the Executive Officers.
Other changes were also made to the employment agreements for the Executive Officers other than Mr.
Oddleifson to clarify language and to make the phrasing of them consistent with each other.
Copies of the revised employment agreements and of the Amended And Restated Supplemental Executive
Retirement Plan are attached as follows:
Exhibit 99.1 – Second Amended And Restated Employment Agreement with Christopher Oddleifson.
Exhibit 99.2 – Fourth Amended And Restated Employment Agreement with Raymond G. Fuerschbach
Exhibit 99.3 – Second Amended And Restated Employment Agreement with Edward F. Jankowski.
Exhibit 99.4 – Second Amended And Restated Employment Agreement with Jane L. Lundquist
Exhibit 99.5 – First Amended And Restated Employment Agreement with Gerard F. Nadeau
Exhibit 99.6 – Second Amended And Restated Employment Agreement with Edward H. Seksay
Exhibit 99.7 – Second Amended And Restated Employment Agreement with Denis K. Sheahan
Exhibit 99.8
– Rockland Trust Company Amended And Restated Supplemental Executive Retirement Plan