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): January 4,
2008 (December 31, 2007)
J. ALEXANDERS CORPORATION
(Exact name of registrant as specified in its charter)
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Tennessee
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1-08766
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62-0854056 |
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(State or Other Jurisdiction of Incorporation)
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(Commission File Number)
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(I.R.S. Employer |
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Identification No.) |
3401 West End Avenue, Suite 260, P.O. Box 24300, Nashville, Tennessee 37202
(Address of principal executive offices) (Zip Code)
(Registrants telephone number, including area code)
(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):
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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 1.01. |
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Entry into a Material Definitive Agreement. |
On December 31, 2007, J. Alexanders Corporation (the Registrant) adopted an
amendment (the Amendment) of the Amended and Restated J. Alexanders Corporation Employee Stock
Ownership Plan (the Plan). The purpose of the Amendment is to (i) reverse the Registrants
decision to freeze participation in the Plan (ii) allow new participants to enter the Plan; (iii)
to facilitate the administration of the Plan and the Registrants 401(k) plan by making the
eligibility rules consistent for both plans; (iv) to change the vesting schedule for Employer
non-elective contributions from five year cliff vesting to three year cliff vesting as required by
the federal Pension Protection Act of 2006 (the PPA); (v) to permit non-spouse beneficiaries to
make a direct rollover from the Plan as permitted by the PPA; (vi) to change the definition of
covered compensation to include certain payments after termination of employment as permitted under
new Internal Revenue Service regulations; and (vii) to make changes in the rules regarding
limitation of benefits in conformity with final regulations issued in April 2007 under Section 415
of the Internal Revenue Code. The Plan was also restated in 2007 to reflect earlier amendments,
which were previously filed with the Securities and Exchange Commission. Copies of the Amended and
Restated Plan as restated in 2007 and the Amendment are filed as exhibits to this report and are
incorporated herein by reference.
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Item 9.01. |
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Financial Statements and Exhibits. |
(c) Exhibits:
The following exhibits are furnished herewith:
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10.01 |
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J. Alexanders Corporation Amended and Restated Employee Stock
Ownership Plan |
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10.02 |
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First Amendment to J. Alexanders Corporation Amended and
Restated Employee Stock Ownership Plan |
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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.
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Date: January 4, 2008 |
J. ALEXANDERS CORPORATION
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By: |
/s/ R. Gregory Lewis
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R. Gregory Lewis |
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Chief Financial Officer, Vice
President of Finance and
Secretary |
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