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
Date of Report (Date of earliest event reported): September 29, 2006
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SALISBURY BANCORP, INC.
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(Exact name of registrant as specified in charter)
Connecticut 000-24751 06-1514263
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
5 Bissell Street, Lakeville, Connecticut 06039-1868
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(Address of principal executive offices) (zip code)
Registrant's telephone number, including area code: (860) 435-9801
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(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K is intended to simultaneously
satisfy the filing obligations of the registrant under any of the following
provisions (see General Instructions A.2. below):
[_] Written communications pursuant to Rule 425 under the Securities Act (12
C.F.R. 230.425)
[_] Soliciting material pursuant to Rule 14a-2 under the Exchange Act (17
C.F.R. 240.14a-12)
[_] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 C.F.R. 240.14d-2(b))
[_] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 C.F.R. 240.13e-4(c))
Item 1.01. Entry into a Material Definitive Agreement.
On September 29, 2006, the Company's subsidiary, Salisbury Bank and Trust
Company (the "Bank"), by mutual agreement, extended the term of the existing
Change in Control Agreements (the "Agreements") between the Bank and the
following officers of the Bank for an additional twelve (12) month period: John
F. Perotti, Richard J. Cantele, Jr., John F. Foley, Todd M. Clinton, Diane E.R.
Johnstone, Joseph C. Law, Lana J. Morrison, William C. Lambert, Sharon A. Pilz,
Geoffrey A. Talcott, Melanie K. Neely, Gerard J. Baldwin, Darrell S. Long and
Elizabeth A. Summerville ("Executives"). Pursuant to such extension, the
Agreements, which were scheduled to expire on September 30, 2006, will remain in
full force and effect until September 30, 2007, provided that in the case of a
"change in control" (as defined in the Agreements) occurring prior to September
30, 2007, the Agreements shall remain in effect for twelve (12) months after the
date on which any such change in control is consummated.
The Agreements provide that if following a "change in control" of the
Company or the Bank, an Executive is terminated under certain defined
circumstances, or is reassigned, within a period of twelve (12) months following
such change in control, such Executive will be entitled to a lump sum payment
equal to his or her twelve (12) month (or six (6) month in the case of Ms.
Summerville) compensation based upon the most recent aggregate base salary paid
to the Executive in the twelve (12) month period immediately preceding the date
of the change in control. In no event shall such payments be made in an amount
that would cause them to be deemed non-deductible to the Bank by reason of the
operation of Section 280G of the Internal Revenue Code. The purpose of the
Agreements is to provide certain potential benefits to the Executives solely in
the event of a change in control and do not provide a contract for employment.
Item 9.01 Financial Statements and Exhibits.
(a) Not Applicable.
(b) Not Applicable.
(c) Not Applicable.
(d) Exhibits.
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10.1 Form of Extension of Change in Control Agreement
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 hereto duly authorized.
Dated: October 20, 2006 SALISBURY BANCORP, INC.
By: /s/ John F. Perotti
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John F. Perotti
Chairman and Chief Executive Officer