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): November 27, 2007
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BENEFICIAL MUTUAL BANCORP, INC.
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(Exact Name of Registrant as Specified in Its Charter)
United States 1-33476 56-2480744
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(State or other jurisdiction of (Commission (IRS Employer
incorporation or organization) File Number) Identification No.)
510 Walnut Street, Philadelphia, Pennsylvania 19106
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(Address of principal executive offices) (Zip Code)
(215) 864-6000
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(Registrant's telephone number, including area code)
Not Applicable
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(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:
[ ] 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 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS;
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APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF
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CERTAIN OFFICERS.
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(b) On November 27, 2007, Paul R. Driscoll, Executive Vice President
and Corporate Secretary of Beneficial Mutual Bancorp, Inc. (the "Company"),
Beneficial Savings Bank MHC, the Company's federally chartered mutual holding
company, and Beneficial Bank (the "Bank"), the Company's wholly-owned
subsidiary, entered into a Separation Agreement and General Release (the
"Agreement") with the Bank pursuant to which Mr. Driscoll's employment will be
terminated in connection with the reduction in force previously announced by the
Company on October 12, 2007. The Agreement was executed November 20, 2007 and
became effective on November 27, 2007 pursuant to the terms of the Agreement.
Under the terms of the Agreement, Mr. Driscoll's employment with the Bank will
terminate on December 31, 2007 (the "Termination Date") and the Bank will pay
Mr. Driscoll his regular base salary, on Mr. Driscoll's regular payroll
schedule, through the Termination Date.
The Agreement further provides that Mr. Driscoll will receive a gross
lump sum payment of $718,688.00, which represents three years of pay at Mr.
Driscoll's regular annual base salary, less normal withholdings (the "Separation
Pay"), on or before December 31, 2007, but in no event later than March 15,
2008. The Separation Pay is included in the estimated $3.7 million of charges
that the Company previously disclosed it will take during the fourth quarter of
its fiscal year ending December 31, 2007 in connection with the reduction in
force. Pursuant to the terms of the Agreement, the Bank will not make any
payment of Separation Pay to the extent that such payment will result in an
"excess parachute payment" under Section 280G of the Internal Revenue Code.
In addition, the Agreement also provides that for three years
subsequent to the Termination Date, the Bank will pay the cost of Mr. Driscoll's
group health coverage under the Bank's group health insurance program under the
same terms as such coverage is provided to other employees of the Bank;
provided, however, that such benefits will cease should Mr. Driscoll elect
coverage under any other group health plan, including the Bank's Retiree Health
Plan.
A copy of the Agreement is filed as Exhibit 10.1 to this Report and is
furnished herewith.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
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(d) Exhibits
Number Description
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10.1 Separation Agreement and General Release Between
Beneficial Mutual Bancorp, Inc., Beneficial Mutual
Savings Bank and Paul R. Driscoll, Effective
November 27, 2007
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 thereunto duly authorized.
BENEFICIAL MUTUAL BANCORP, INC.
Date: November 27, 2007 By: /s/ Joseph F. Conners
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Joseph F. Conners
Executive Vice President and Chief Financial
Officer