Items 1.
01(a)
and 5.
02(e)
Amendment of a Material Definitive Agreement; Compensatory Arrangements of Certain
Officers.
Amendment of Salary Continuation Agreements
On December 30, 2009, Beach First National Bank (the Bank), the wholly-owned operating subsidiary of Beach First
National Bancshares, Inc., amended the salary continuation agreements with executive officers Walter E. Standish, III,
Julien E. Springs, and Mary K. Huntley, each as previously amended and restated on or about September 16, 2005 and
further amended on December 28, 2007. The Bank also amended the salary continuation agreement dated March 1, 2008 with
executive officer Gary S. Austin, (collectively, with the agreements of Messrs. Standish and Springs and Ms. Huntley,
the Salary Continuation Agreements).
The Salary Continuation Agreements were amended for the sole purpose of reducing the amount due to the executives upon
the normal retirement date, early termination, disability, or death prior to separation from service (each as defined
in the Salary Continuation Agreements). Specifically, the annual supplemental retirement benefit for each of the
executives was reduced from 35% of final pay to 20% of final pay, defined as the executives highest annualized base
salary (before reduction for compensation deferred pursuant to all qualified, non-qualified, and Internal Revenue Code
Section 125 plans) from the three years prior to the executives separation from service with the Bank. No other
changes were made to the Salary Continuation Agreements. The amendments were made effective as of December 30, 2009.
The foregoing summary of the amendments to the Salary Continuation Agreements is qualified in its entirety by reference
to the provisions of the amendments, the form of which is attached hereto as Exhibit 10.1 and incorporated herein by
reference.
Amendment of Director Retirement Agreements
On December 30, 2009, the Bank amended the director retirement agreements, as previously amended and restated on or
about August 24, 2005 and further amended on December 28, 2007, with the following 12 directors: Orvis Bartlett Buie,
Raymond E. Cleary, III, E. Thomas Fulmer, Michael D. Harrington, Joe N. Jarrett, Jr., Richard E. Lester, Leigh Ammons
Meese, Rick H. Seagroves, Don J. Smith, Samuel Robert Spann, Jr., B. Larkin Spivey, Jr., and James C. Yahnis (the
Director Retirement Agreements).
The Director Retirement Agreements were amended solely to reduce the benefit amount for each director, except for Mr.
Spivey, from $9,000 for each year of service to $1,351 for each year of service. Director Spivey amended his Director
Retirement Agreement to reduce his annual benefit amount from $11,797 to $1,180. Mr. Spivey is the only director
already receiving payments under a Director Retirement Agreement. The amendments were made effective as of December
30, 2009.
The foregoing summary of the amendments to the Director Retirement Agreements is qualified in its entirety by reference
to the provisions of the amendments. A form of the amendment to the Director Retirement Agreements for each the
directors other than Mr. Spivey is attached hereto as Exhibit 10.2 and incorporated herein by reference, and the
amendment to the Director Retirement Agreement for Mr. Spivey is attached hereto as Exhibit 10.3 and incorporated
herein by reference.
2