Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
William L. Cooper, III
Appointment of Certain Officers; Compensatory Arrangements of Certain
resigned from the boards of directors of MainStreet
("MainStreet") and its wholly-owned banking subsidiary, Franklin
Community Bank, N.A.
(the "Bank"), effective Wednesday, February 5, 2014
was a member of the Human Resources and Executive Committees.MainStreet
believes Mr. Cooper
resigned on account of a disagreement with the
Bank over the resolution of credit issues concerning outstanding loans owed by
him and a related entity to the Bank. The Bank was unable to reach an agreement
with Mr. Cooper
that complied with its credit policies and associated regulatory
guidance to avoid the loans becoming criticized assets requiring significant
additional amounts to be allocated to the allowance for loan losses.