Item 2.02. Results of Operations and Financial Condition.
On July 22, 2026, First Community Corporation (the “Company”), holding company for First Community Bank (the “Bank”), issued a press release announcing its financial results for the period ended June 30, 2026. The Company also announced that the Board of Directors approved a cash dividend for the second quarter of 2026. The Company will pay a $0.17 per share dividend to holders of the Company’s common stock. This dividend is payable August 18, 2026 to shareholders of record as of August 4, 2026.
A copy of the press release is furnished herewith as Exhibit 99.1. The information furnished pursuant to this Item 2.02, including the portions of Exhibit 99.1 relating to the Company’s financial results and dividend announcement, shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, nor shall it be deemed incorporated by reference into any filing under the Securities Act or the Exchange Act, except as expressly set forth by specific reference in such filing.
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment
of Certain Officers; Compensatory Arrangements of Certain Officers.**
On July 22, 2026, the Company and the Bank announced a planned management succession and leadership transition, effective January 1, 2027.
J. Ted Nissen has notified the Company and the Bank of his decision to retire from his positions as Executive Vice President and Chief Banking Officer of the Company and President and Chief Executive Officer of the Bank, effective December 31, 2026. Mr. Nissen will also retire from the boards of directors of the Company and the Bank, effective December 31, 2026. Mr. Nissen’s retirement is not the result of any disagreement with the Company or the Bank on any matter relating to the Company’s or the Bank’s operations, policies or practices.
In connection with the transition, Vaughan R. Dozier, Jr., age 45, will become Chief Executive Officer of the Bank and Joseph A. “Drew” Painter, age 48, will become President of the Bank, each effective January 1, 2027. It is anticipated that Mr. Painter will report directly to Mr. Dozier. Mr. Dozier currently serves as Executive Vice President and Chief Commercial and Retail Banking Officer, South Region of the Company and the Bank, and has served in such role since January 1, 2024. Mr. Painter currently serves as Executive Vice President and Chief Commercial and Retail Banking Officer, North Region of the Company and the Bank, and has served in such role since January 1, 2024. Prior to January 1, 2024, Messrs. Dozier and Painter each served as Senior Vice President and Regional Market President of the Bank. Mr. Dozier has been with the Bank for 18 years, and Mr. Painter has been with the Bank for 23 years.
Michael C. Crapps will continue to serve as President and Chief Executive Officer of the Company following the transition. Mr. Crapps has served as President and Chief Executive Officer of the Company for over 31 years and since its inception.
In connection with Mr. Nissen’s retirement from the boards of directors of the Company and the Bank, the board of directors of each entity approved an increase in the size of its board from 14 to 15 directors, in each case in accordance with its applicable bylaws and other governing documents. On July 21, 2026, Mr. Dozier and Mr. Painter were appointed to the boards of directors of the Company and the Bank, effective January 1, 2027. For each board, one of Mr. Dozier and Mr. Painter will fill the vacancy created by Mr. Nissen’s retirement, and the other will fill the newly created directorship resulting from the increase in the size of the board. Committee assignments for Messrs. Dozier and Painter have not yet been determined.
As of the date of this Current Report on Form 8-K, the Company and the Bank have not entered into definitive amendments to the existing employment agreements with Messrs. Dozier and Painter in connection with the transition. The Company and the Bank expect to enter into such amendments in connection with the transition. The material terms of any such amendments, including any changes to annual base salary or other compensation arrangements, will be disclosed when finalized and approved, to the extent required.
In connection with Mr. Nissen’s retirement, Mr. Nissen’s existing employment agreement with the Company and the Bank will terminate effective December 31, 2026, subject to any continuing rights or obligations expressly provided therein or in any transition and consulting agreement entered into in connection with his retirement. As of the date of this Current Report on Form 8-K, the Company and the Bank have not entered into a definitive transition and consulting agreement with Mr. Nissen. The Company and the Bank expect to enter into a transition and consulting agreement with Mr. Nissen in connection with his retirement, pursuant to which Mr. Nissen would provide transition support through December 31, 2027. The material terms of any such agreement, including consulting fees and other compensation arrangements, will be disclosed when finalized and approved, to the extent required.
There are no arrangements or understandings between either Mr. Dozier or Mr. Painter and any other person pursuant to which either was selected as a director or officer, other than the Company’s planned management succession process and the employment relationships described herein.
The information called for by Items 401(b), 401(d), 401(e), 401(f) and 404(a) of Regulation S-K with respect to Messrs. Dozier and Painter is set forth in the Company’s proxy statement filed with the Securities and Exchange Commission on April 7, 2026 and the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 16, 2026, which information is incorporated herein by reference, except as supplemented by the information set forth herein. There are no family relationships between either Mr. Dozier or Mr. Painter and any director or executive officer of the Company, and neither Mr. Dozier nor Mr. Painter has been involved in any legal proceeding required to be disclosed under Item 401(f) of Regulation S-K. There are no transactions involving Mr. Dozier or Mr. Painter that would require disclosure under Item 404(a) of Regulation S-K.
A copy of the Company’s press release dated July 22, 2026 announcing, among other things, the management succession and leadership transition is attached hereto as Exhibit 99.1. The portions of Exhibit 99.1 relating to the management succession and leadership transition are incorporated by reference into this Item 5.02.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Item Exhibits
104 Cover Page Interactive Data File (embedded within the Inline XBRL document).