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 Exchange Act of 1934
January
27, 2009
Date of
Report (Date of earliest event reported)
TRUSTMARK
CORPORATION
(Exact
name of registrant as specified in its charter)
|
Mississippi
|
000-03683
|
64-0471500
|
|
(State
or other jurisdiction of incorporation)
|
(Commission
File Number)
|
(IRS
Employer Identification No.)
|
|
248
East Capitol Street, Jackson, Mississippi
|
39201
|
|
(Address of
principal executive offices)
|
(Zip
Code)
|
|
Registrant’s
telephone number, including area code:
|
(601)
208-5111
|
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:
|
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.
At a
regularly scheduled meeting on January 27, 2009, the Board of Directors of
Trustmark Corporation approved the annual cash bonus award for Chairman and CEO,
Richard G. Hickson, adopting the recommendation of the Board’s Human Resources
Committee (the Committee) to exercise discretion in respect to the 2008 fiscal
year. Pursuant to the Corporation’s management incentive plan,
bonuses are awarded if corporate “performance factors” (which measures relative
achievement of a series of performance goals) are met, subject to the discretion
of the Board as described in the Corporation’s 2008 proxy statement under the
caption “Compensation Discussion and Analysis – Annual Cash
Bonuses.” For the 2008 fiscal year, the Corporation’s achieved
performance was 85% of the corporate profit plan set by the Committee at the
beginning of the year. The Board determined, based in part upon the
recommendation of the Committee, that in light of the Corporation’s results, the
CEO’s performance merited the payment of a discretionary bonus
amount. Accordingly, the Board determined to grant the CEO a cash
bonus of $381,453 in respect to the 2008 fiscal year. The amount of the cash
bonus paid to the CEO in respect to the 2007 fiscal year was
$440,971.
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.
TRUSTMARK
CORPORATION
|
BY:
|
/s/
Louis E. Greer
|
|
Louis
E. Greer
|
|
|
Treasurer
and Principal Financial Officer
|
|
|
DATE:
|
January
30, 2009
|