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): March 23, 2006
REGIONS FINANCIAL CORPORATION
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(Exact name of registrant as specified in its charter)
Delaware 0-6159 63-0589368
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
417 North 20th Street, Birmingham, Alabama 35203
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(Address of principal executive offices) (Zip code)
(205) 944-1300
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(Registrant's telephone number, including area code)
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))
ITEM 1.01 ENTRY INTO A DEFINITIVE MATERIAL AGREEMENT
On March 23, 2006, Regions Financial Corporation (the "Company") and H.
Lynn Harton, executive vice president and chief credit officer, executed an
amendment to Mr. Harton's employment agreement with Union Planters Bank, N.A.,
predecessor in interest to the company's subsidiary Regions Bank, to extend the
term of the agreement by a period of three years commencing on July 1, 2006, and
to provide that the company will assume the obligations of Regions Bank (as
successor to Union Planters Bank) under the agreement. The amendment also
provides that the merger of Union Planters Corporation and former Regions
Financial Corporation shall not be considered a change of control for any
purpose of the agreement.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits. The exhibits listed in the exhibit index are filed as a part
of this current report on Form 8-K.
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.
REGIONS FINANCIAL CORPORATION
(Registrant)
By: /s/ Ronald C. Jackson
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Ronald C. Jackson
Senior Vice President and Comptroller
Date: March 29, 2006
INDEX TO EXHIBITS
Exhibit No. Description
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99.1 Amendment to Employment Agreement between H. Lynn Harton and
Regions Financial Corporation effective as of July 1, 2006.
99.2 Employment Agreement between H. Lynn Harton and Union Planters
Bank, N.A. dated as of June 2, 2003.