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 25, 2011
MICROFINANCIAL INCORPORATED
(Exact name of registrant as specified in its charter)
MASSACHUSETTS
(State or other jurisdiction of incorporation)
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| 1-14771
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04-2962824 |
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(IRS Employer Identification Number) |
16 New England Executive Park, Suite 200, Burlington MA
01803
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: 781-994-4800
N/A
(Former name or former address, if changed since last report)
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):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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| Item 5.02.
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Departure of Directors of Certain Officers; Election of Directors; Appointment of
Certain Officers; Compensatory Arrangements of Certain Officers. |
On July 25, 2011, John W. Everets resigned from the Registrant’s Board of Directors, effective
immediately. The Registrant understands that his decision to resign from the Board was not a
result of any disagreement with the Registrant on any matter relating to the operations, policies
or practices of the Registrant.
On July 25, 2011, upon accepting the resignation of Mr. Everets, the Registrant’s Board of
Directors fixed the number of directors at six, in accordance with Article VII(g) of its Restated
Articles of Incorporation and Section 4.2 of its Amended and Restated Bylaws. With the resignation
of Mr. Everets, the Board of Directors is currently composed of three classes of two directors
each.
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, as amended, the Registrant
has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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MICROFINANCIAL INCORPORATED
Registrant
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By: |
/s/ James R. Jackson, Jr.
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James R. Jackson, Jr. |
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Vice President and Chief Financial Officer |
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Dated: July 27, 2011