UNITED STATES
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): March 9, 2005
-------------
CAPITAL CITY BANK GROUP, INC.
-----------------------------
(Exact name of registrant as specified in its charter)
Florida 0-13358 59-2273542
------------------------ ------------------------ -----------------
(State of Incorporation) (Commission File Number) (IRS Employer
Identification No.)
217 North Monroe Street, Tallahassee, Florida 32301
--------------------------------------------- ----------
(Address of principal executive office) (Zip Code)
Registrant's telephone number, including area code: (850) 671-0300
--------------
-------------------------------------------------------------
(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):
[ ] 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))
CAPITAL CITY BANK GROUP, INC.
FORM 8-K
CURRENT REPORT
Item 5.05. Amendments to the Registrant's Code of Ethics.
On March 9, 2005, the Board of Directors of Capital City Bank Group, Inc.
(the "Registrant") approved amendments to the Registrant's Code of Ethics for
the Chief Executive Officer and Senior Financial Officers (the "Code").
Amendments were made to: (a) clarify the expectations of the Registrant of
its Chief Executive Officer and Senior Financial Officers with regard to
financial reporting; (b) designate an officer in charge of authorizing the
release of information to the public; (c) require the Chief Executive Officer
and Senior Financial Officers to notify the Registrant's counsel or Chief
Executive Officer in addition to the Audit Committee of any information the
officer may have concerning a possible violation of the Code; (d) permit the
Board of Directors to designate a special Board committee to grant waivers to
the Code or to take enforcement action for violations of the Code; and (e)
require that all waivers to the Code be posted to the Registrant's website.
In addition, amendments were made to correct formatting and typographical
errors. A copy of the Code, as amended, is posted on the Registrant's
website at http://www.ccbg.com under the heading "Investor Relations." For
more detailed information concerning the Code, as amended, reference is made
to the Code of Ethics for the Chief Executive Officer and Senior Financial
Officers filed as Exhibit 14.1 herein.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits.
Item No. Description of Exhibit
14.1 Capital City Bank Group, Inc. Code of Ethics for the Chief
Executive Officer and Senior Financial Officers, as
amended on March 9, 2005.
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.
CAPITAL CITY BANK GROUP, INC.
Date: March 10, 2005 By: /s/ J. Kimbrough Davis
-------------- -----------------------
J. Kimbrough Davis,
Executive Vice President
and Chief Financial Officer
EXHIBIT 14.1
------------
CODE OF ETHICS FOR THE CHIEF EXECUTIVE OFFICER
AND SENIOR FINANCIAL OFFICERS