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) July 28, 2005
FirstFed Financial Corp.
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(Exact name of registrant as specified in its charter)
Delaware 1-9566 95-4087449
(State of Incorporation) (Commission File No.) (IRS Employer Identification No.)
401 Wilshire Boulevard, Santa Monica, California, 90401-1490
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (310) 319-6000
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):
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a 12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act 917 CFR 240.13e-4(c))
Total number of pages is 2
Item 1. 01 Entry into a Material Definitive Agreement
The registrant is a party to change of control agreements with five of its
executive officers. On July 27, 2005, the Board of Directors of the registrant
approved renewals of existing Change of Control Agreements for Executive
Officers Babette E. Heimbuch, James P. Giraldin and Shannon Millard. Prior to
renewal, the agreements were scheduled to expire in September 2005.
These agreements become effective only in the event of a "change of control" (as
defined in the agreements) which occurs within the "change of control period"
(as defined in the agreements). If the agreements are triggered, they provide
for employment terms of up to three years and for compensation and other terms
of employment at least as favorable as those during the twelve-month period
prior to the effective date. Each of the agreements, if they become effective
following a change of control, also provides for severance payments and other
benefits in the event that the officer's employment is terminated by First
Federal Bank of California, the operating subsidiary of the registrant, other
than for death, disability or "cause" (as defined in the agreements) or by the
officer for "good reason" (as defined in the agreements).
The form of agreement has been previously filed; see Change of Control Agreement
effective September 26, 1996 filed as Exhibit 10.4 to Form 10-Q for the Quarter
ended September 30, 1996 and Amendment filed as Exhibit 10.3 to Form 10-Q for
the Quarter ended September 30, 2000 and incorporated by reference.
S I G N A T U R E S
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 thereunto duly authorized.
FIRSTFED FINANCIAL CORP.
Dated: July 28, 2005 By: /s/ Douglas J. Goddard
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Douglas J. Goddard
Chief Financial Officer