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): May 19, 2005 REGIONS FINANCIAL CORPORATION ----------------------------- (Exact name of registrant as specified in its charter) Delaware 0-6159 63-0589368 ---------------- ------------- ------------------- (State or other (Commission (IRS Employer jurisdiction of File Number) Identification No.) incorporation) 417 North 20th Street, Birmingham, Alabama 35203 -------------------------------------------- ----------- (Address of principal executive offices) (Zip code) (205) 944-1300 ---------------------------------------------------- (Registrant's telephone number, including area code) 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 (17 CFR 240.13e-4(c)) ITEM 1.01 ENTRY INTO A DEFINITIVE MATERIAL AGREEMENT At the annual meeting of stockholders of Regions Financial Corporation held on May 19, 2005, the stockholders approved the Regions Financial Corporation Executive Bonus Plan. The plan had been previously adopted by the compensation committee of the Company, subject to stockholder approval. A copy of the plan document, which is included as exhibit 99.1 to this current report on Form 8-K, is incorporated herein by reference. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits. The exhibit listed in the exhibit index is filed as a part of this current report on Form 8-K. SIGNATURE 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. REGIONS FINANCIAL CORPORATION (Registrant) By: /s/ Ronald C. Jackson Ronald C. Jackson Senior Vice President and Comptroller Date: May 25, 2005 INDEX TO EXHIBITS Exhibit Description ---------- ------------- 99.1 Regions Financial Corporation Executive Bonus Plan.