false
0000932781
0000932781
2026-09-30
2026-09-30
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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 30, 2026
First
Community Corporation
(Exact
name of registrant as specified in its charter)
South
Carolina
(State or other
jurisdiction of incorporation)
| |
|
|
|
|
| |
000-28344 |
|
57-1010751 |
|
| |
(Commission
File Number) |
|
(IRS
Employer Identification No.) |
|
| |
|
|
|
|
| |
5455
Sunset Blvd., Lexington, South Carolina |
|
29072 |
|
| |
(Address
of principal executive offices) |
|
(Zip
Code) |
|
(803)
951-2265
(Registrant’s
telephone number, including area code)
Not
Applicable
(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. 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))
Securities registered pursuant to
Section 12(b) of the Act:
| Title
of each class |
Trading
Symbol(s) |
Name
of exchange on which registered |
| Common
stock, par value $1.00 per share |
FCCO |
The Nasdaq Capital Market |
Indicate by check mark whether the
registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter)
or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company ☐
If an emerging growth company,
indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised
financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment
of Certain Officers; Compensatory Arrangements of Certain Officers.
As previously reported in the Current Report on Form 8-K filed by First
Community Corporation (the “Company”) with the Securities and Exchange Commission (the “SEC”) on July 22, 2026,
J. Ted Nissen, Executive Vice President and Chief Banking Officer of the Company and President and Chief Executive Officer of First Community
Bank (the “Bank”), will retire from all of his officer positions with, and from the boards of directors of, the Company and
the Bank, effective December 31, 2026, and the Company and the Bank expected to enter into a transition and consulting agreement with
Mr. Nissen.
On September 30, 2026, the Bank and the Company entered into a Consulting
Agreement with Mr. Nissen (the “Consulting Agreement”), effective as of January 1, 2027. Under the Consulting Agreement, Mr.
Nissen will serve as an independent contractor and outside consultant to support the Bank’s and the Company’s leadership teams
as they transition to new roles and responsibilities and to provide continuity and advice regarding the achievement of the Bank’s
and the Company’s strategic goals. Mr. Nissen will report to the Chief Executive Officer of the Bank and will work in collaboration
with the President and Chief Executive Officer of the Company. Mr. Nissen is expected to devote as much time as needed to the performance
of services from January 1, 2027 through March 31, 2027, and sixteen hours or less per week on average from April 1, 2027 through December
31, 2027.
The term of the Consulting Agreement will continue until the earliest of
the close of business on December 31, 2027, Mr. Nissen’s death, or Mr. Nissen’s disability (as defined in the Consulting Agreement).
As compensation for his services, the Bank will pay Mr. Nissen $40,000 per month for January, February and March 2027 and $15,000 per
month for April through December 2027, payable on the fifteenth day of each month beginning January 15, 2027, prorated for any partial
month in the event of termination. If the Consulting Agreement terminates due to Mr. Nissen’s death or disability, the Bank will
pay Mr. Nissen or his estate a lump sum equal to any amounts earned but unpaid within 60 days after termination. Mr. Nissen will also
be reimbursed for reasonable business expenses in accordance with the Bank’s policies. As an independent contractor, Mr. Nissen
will not participate in the Bank’s employee benefit plans.
The Consulting Agreement contains customary confidentiality, work product
and return-of-property provisions, and incorporates by reference certain provisions of Mr. Nissen’s Amended and Restated Employment
Agreement, including its non-solicitation, non-recruitment and non-competition covenants. The time periods for these restrictive covenants
continue for twelve months following the termination or expiration of the Consulting Agreement and expire concurrently with the expiration
of the restrictive covenants in his employment agreement.
The foregoing description of the Consulting Agreement does not purport
to be complete and is qualified in its entirety by reference to the full text of the Consulting Agreement, a copy of which will be filed
as an exhibit to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2026.
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.
| |
FIRST
COMMUNITY CORPORATION |
| |
|
|
|
| |
By: |
/s/
D. Shawn Jordan
|
|
| |
Name: |
D.
Shawn Jordan
|
|
| |
Title: |
Chief
Financial Officer |
|
Dated: October 2, 2026
