SECURITIES
AND EXCHANGE COMMISSION
Washington,
DC 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 23, 2008
________________________
OMNI
FINANCIAL SERVICES, INC.
(Exact
name of registrant as specified in its charter)
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Georgia
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001-33014
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58-1990666
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(State
or other jurisdiction of incorporation)
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(Commission
File Number)
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(IRS
Employer Identification No.)
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____________________________
Six
Concourse Parkway, Suite 2300, Atlanta, Georgia 30328
(Address
of principal executive offices)
_______________________________
(770)
396-0000
(Registrant’s
telephone number, including area code)
_______________________________
Not
Applicable
(Former
name or 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:
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o
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Written communications pursuant
to Rule 425 under the Securities Act (17 CFR
230.425)
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o
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Soliciting material pursuant to
Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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o
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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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o
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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 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers
On July
24, 2008, Omni Financial Services, Inc. (the “Company”), the bank holding
company for Omni National Bank (the “Bank”), issued a press release announcing
the appointment of Thomas J. Flournoy, age 52, as the Executive Vice
President and Chief Financial Officer of the Company and the
Bank. His employment is effective as of July 23, 2008.
Mr.
Flournoy has more than 25 years of senior level bank management
experience. He was the Chief Operating Officer of Commonwealth Bank
and Trust in Louisville, Kentucky from April 2007 to July 2008 and Executive
Vice President and Chief Financial Officer of Summit Bank Corporation and Summit
National Bank in Atlanta, Georgia (collectively, “Summit”) from May 2005 until
Summit’s acquisition on December 31, 2006. Prior to those positions,
he served as Executive Vice President and Chief Financial Officer of MFB
Corporation in South Bend, Indiana from 2001 to 2005 and as Controller of 1
st
Source
Bank, which is also located in South Bend, from 1987 to 2001.
In his
current position, Mr. Flournoy's annual base salary will be
$175,000. He is eligible for the Bank's executive bonus program,
under which he will have the opportunity to receive up to 50% of his annual
salary upon the achievement of specified performance targets applicable to his
position with the Bank. Mr. Flournoy has been granted an option to
purchase 10,000 shares of Company common stock at an exercise price of $0.79 per
share pursuant to the Company’s 2001 Stock Incentive Plan. The option
has a term of 10 years and will vest in full on the third anniversary of the
grant date.
Additionally, the Bank plans to
refinance the mortgage on Mr. Flournoy's home in Louisville, Kentucky pending
its sale by paying the balance of the current mortgage, which is approximately
$362,000, and providing him a new mortgage in the principal amount of
approximately $500,000. The loan will be made in compliance with
Regulation O and will reflect substantially the same terms, including interest
rates and collateral, as those prevailing currently for comparable transactions
with third parties and will not involve more than the normal risk of repayment
or present other unfavorable features.
Mr. Flournoy is also
eligible to participate in the Bank's broad-based employee benefit plans, such
as medical, dental, disability and term life insurance programs.
Item 9.01
Financial Statements and
Exhibits
Exhibit
99.1 – Press release of Omni Financial Services, Inc. dated July 24,
2008.
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.
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OMNI
FINANCIAL SERVICES, INC.
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Dated:
July 29, 2008
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By:
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/s/
Thomas Flournoy
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Thomas
Flournoy
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Executive
Vice President and Chief Financial
Officer
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EXHIBIT
INDEX
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Exhibit Number
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Press
release of Omni Financial Services, Inc. dated July 24,
2008.
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