FCCO 8-K
First Community Corp /Sc/ (FCCO)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
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Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On August 19, 2026, First Community Corporation (the “Company”), the holding company for First Community Bank (the “Bank”), and the Bank announced that Freddie Deutsch has notified the Company and the Bank of his decision to retire from his position as Director of Specialty Business Lending of the Bank, effective January 15, 2027 (the “Retirement Date”). Mr. Deutsch will also retire from the boards of directors of the Company and the Bank, effective as of the Retirement Date.
Mr. Deutsch joined the Company and the Bank in connection with the Company’s acquisition of Signature Bank of Georgia, which was completed on January 8, 2026, and was engaged to assist with the integration and transition of the acquired business and with the development of the Bank’s Small Business Administration lending line of business. Having substantially completed those objectives, Mr. Deutsch has elected to retire. Mr. Deutsch’s retirement is voluntary and is not in connection with, or in response to, the management succession and leadership transition previously announced by the Company on July 22, 2026. Mr. Deutsch’s retirement is not the result of any disagreement with the Company or the Bank on any matter relating to the Company’s or the Bank’s operations, policies or practices.
In connection with Mr. Deutsch’s retirement, the Company, the Bank and Mr. Deutsch have entered into a letter amendment (the “Letter Amendment”) to Mr. Deutsch’s Employment Agreement, dated July 13, 2025 (the “Employment Agreement”), which confirms the terms of his planned retirement and transition. The effectiveness of the Letter Amendment is conditioned upon Mr. Deutsch’s execution of a general release of claims in favor of the Company and the Bank effective as of the Retirement Date.
Pursuant to the Letter Amendment, from the date of the Letter Amendment through the Retirement Date, Mr. Deutsch will serve in an advisory role and will make himself reasonably available to assist the Bank as requested, and he will no longer serve as Director of Specialty Business Lending. Mr. Deutsch will continue to be treated as a full-time employee of the Bank during this transition period, and his current base salary and employee benefits will remain unchanged. The Letter Amendment further provides that Mr. Deutsch will receive the first $50,000 installment of the retention bonus, together with the related carve back payment, as described in the Employment Agreement, and that the remaining retention bonus installments will be forfeited as of the Retirement Date. Mr. Deutsch will remain eligible for an award under the Bank’s 2026 incentive plan, subject to the terms of the plan, and his outstanding equity award will be treated in accordance with its terms, with all unvested shares forfeited as of the Retirement Date. The Letter Amendment also provides for Bank-subsidized health coverage for up to 18 months following the Retirement Date.
Except as expressly modified by the Letter Amendment, the Employment Agreement will remain unchanged and continue in full force and effect, including, without limitation, all restrictive covenants, confidentiality, non-solicitation, non-competition and other post-employment obligations contained therein.
The foregoing description of the Letter Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Letter Amendment, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
FORWARD-LOOKING STATEMENTS
Certain statements in this Current Report on Form 8-K may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, such as statements relating to future plans, goals, projections and expectations, including statements regarding Mr. Deutsch’s planned retirement and transition, the effectiveness of the Letter Amendment and the related general release, the transition of Mr. Deutsch’s responsibilities, and the anticipated effect of his retirement on the Bank’s specialty business lending and Small Business Administration lending activities. Forward-looking statements can be identified by words such as “anticipate,” “expect,” “intend,” “believe,” “may,” “likely,” “will,” “plan,” “position,” “future,” “forward,” or other statements that indicate future periods. Such forward-looking statements are subject to risks, uncertainties and other factors that could cause actual results to differ materially from future results expressed or implied by such forward-looking statements. Such risks, uncertainties and other factors include, among others, the following: (1) the risk that Mr. Deutsch’s retirement and the transition of his responsibilities may adversely affect the Bank’s client and referral relationships, including relationships associated with the acquired Signature Bank of Georgia business and the Bank’s Small Business Administration lending line of business; (2) the ability of the Bank to retain key employees and maintain business continuity during and following the transition period; (3) the risk that the Letter Amendment and the related general release may not become effective in accordance with their terms; (4) the diversion of management’s time and attention in connection with the transition; and (5) other risks, uncertainties and factors described in the Company’s reports filed with the Securities and Exchange Commission, including its Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K.
All subsequent written and oral forward-looking statements by the Company or any person acting on its behalf are expressly qualified in their entirety by the cautionary statements above. The foregoing review of important factors should not be construed as exhaustive and should be read in conjunction with other cautionary statements included herein and in the Company’s other filings with the Securities and Exchange Commission. The Company undertakes no obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by law.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| Item | Exhibits | |
| 10.1 | Letter Amendment to Employment Agreement, dated August 19, 2026, by and among First Community Bank, First Community Corporation and Freddie Deutsch. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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 COMMUNITY CORPORATION | |||
| By: | /s/ D. Shawn Jordan |
||
| Name: | D. Shawn Jordan |
||
| Title: | Chief Financial Officer | ||
Dated: August 19, 2026
Exhibit 10.1
|
5455 Sunset Blvd. Lexington, SC 29072 (803) 951.2265 Fax (803) 358.6900 |
PO Box 64 Lexington, SC 29071 www.firstcommunitysc.com |
August 19, 2026
Freddie Deutsch
Via Email
Re: Acceptance of Notice of Retirement and Letter Amendment to the Employment Agreement
Dear Freddie:
On behalf of First Community Bank and First Community Corporation, I want to thank you for your many contributions to the Bank and for your willingness to work collaboratively with us on a retirement transition plan.
We acknowledge and accept your decision to retire and appreciate your commitment to helping ensure a smooth and successful transition. During our recent discussions, we worked together to develop a transition structure that recognizes your years of service while also providing the Bank continued access to your experience, relationships, and institutional knowledge through your retirement date. Consistent with those discussions, this letter confirms our mutual agreement regarding your planned retirement from First Community Bank and amends your Employment Agreement dated July 13, 2025 (the "Employment Agreement").
In recognition of your request to retire and your many contributions to the Bank, and conditioned upon and in consideration for your execution of a general release in favor of the Bank and the Company effective as of your Retirement Date, the parties agree to amend the terms of your Employment Agreement (this "Letter Amendment") as follows:
1. Retirement Date. Your employment with the Bank and service as a member of the boards of directors of the Bank and First Community Corporation will end upon your retirement effective January 15, 2027 (your “Retirement Date”). You acknowledge and agree that your notice of retirement is voluntary and that neither this Letter Amendment, nor any change in your duties during the transition period to your Retirement Date will constitute “Good Reason” under your Employment Agreement.
2. Transition Period. From the date of this letter through January 15, 2027, you will serve in an advisory role to the Bank and will make yourself reasonably available to assist with matters and questions as requested. During this period, you will no longer serve as Director of Specialty Business Lending. Your work schedule will be flexible, but you will continue to be treated as a full-time employee of the Bank.
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3. Compensation and Benefits. Your current base salary and employee benefits will remain unchanged during the transition period.
4. Retention Bonus and Carve Back Payment. You will receive the first $50,000 payment of the Retention Bonus and the Carve Back amount of $100,000, as each are described in Section 3(b) of the Employment Agreement, in the time and manner described therein. The remaining two Retention Bonus payment amounts will be forfeited upon your Retirement Date.
5. 2026 Incentive Plan and Equity Grants. You will remain eligible for an incentive award under the Bank's 2026 incentive plan based on actual performance and subject to the terms of the plan. Your restricted stock grant for 2,500 shares of Company stock does not vest by its terms until January 8, 2029, and is conditioned on continuous service through such vesting date. Such restricted stock grant will remain in place through your Retirement Date in accordance with your grant documents, and all unvested shares as of your Retirement Date will be forfeited on your Retirement Date.
6. Medical Coverage. The COBRA continuation terms of Section 3(c) of the Employment Agreement are amended to provide that for eighteen (18) months following your retirement date, if you timely elect COBRA coverage, the Bank will pay the portion of the premium that the Bank would otherwise contribute toward your individual coverage, and you will be responsible for the employee portion of such premium and the cost of any spousal coverage. If you elect coverage through the health insurance marketplace rather than COBRA, the Bank will reimburse you monthly in an amount equal to the contribution the Bank would have made toward your individual COBRA coverage, but such amount will be subject to withholding.
7. Continuing Effect of Employment Agreement. Except as expressly set forth in this letter, the Employment Agreement shall remain unchanged and continue in full force and effect, including, without limitation, all restrictive covenant, confidentiality, non-solicitation, non-competition, and other post-employment obligations contained therein.
If this Letter Amendment to your Employment Agreement accurately reflects our understanding, please sign where indicated on the signature page, and return it to me at your earliest convenience. This Letter Amendment may be executed in counterparts, each of which shall be deemed an original, and all of which together shall constitute one instrument.
Warm regards,
Ted Nissen
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IN WITNESS WHEREOF, the Parties have executed this Letter Amendment as of the day and year first set forth above.
FIRST COMMUNITY BANK
By: /s/ Ted Nissen
Ted Nissen
President and CEO
FIRST COMMUNITY CORPORATION
By: /s/ Michael Crapps
Michael Crapps
President and CEO
EXECUTIVE
/s/ Freddie Deutsch
Freddie Deutsch