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): ~~February~~April 911, 2012

GEORGETOWN BANCORP, INC.

(Exact Name of Registrant as Specified in its Charter)

Federal	0-51102	20-2107839
(State or Other Jurisdiction	(Commission File No.)	(I.R.S. Employer
(State or Other Jurisdiction of Incorporation)	(Commission File No.)	(I.R.S. Employer Identification No.)
of Incorporation)		Identification No.)
2 East Main Street, Georgetown, MA		01833
(Address of Principal Executive Offices)		(Zip Code)

2 East Main Street, Georgetown, MA	01833
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code: 978-352-8600

Not Applicable

(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))

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(e) Employment Agreements. On ~~February~~April 911, 2012, ~~the Compensation Committee of the Board of Directors of~~ Georgetown Savings Bank (the “Bank”), the wholly -owned ~~savings bank~~ subsidiary of Georgetown Bancorp, Inc., entered into employment agreements (the “~~Company~~Agreements”), ~~adopted~~with ~~individual~~Robert ~~compensation~~E. ~~plans~~Balletto, ~~for~~President ~~certain~~and ~~officers~~Chief ofExecutive ~~the~~Officer, ~~Bank.~~and ~~The individual~~Joseph ~~incentive~~W. ~~plans~~Kennedy, ~~were~~Senior ~~adopted~~Vice ~~pursuant~~President toand ~~the~~Chief ~~Bank’s~~Financial ~~Incentive~~Officer ~~Compensation Plan~~(each, ~~which~~an ~~was~~“Executive” ~~previously~~and ~~disclosed~~collectively, asthe ~~Exhibit~~“Executives”), ~~10.4~~effective toApril ~~the~~11, ~~Company’s~~2012 ~~Annual~~(the ~~Report~~“Effective onDate”). ~~Form~~The ~~10-K~~Agreements, ~~filed~~which ~~with~~replace ~~the~~existing ~~SEC~~employment onagreements, ~~March~~each have ~~31,~~a ~~2011~~term of three years.

Under the terms of the Agreements, Messrs. Balletto and Kennedy will receive annual salaries of $194,000 and $131,840, respectively. The ~~individual~~Executives ~~incentive~~will be entitled to participate in employee benefit plans, arrangements and perquisites and will be eligible for ~~Robert~~annual Eincentive compensation and bonuses. The ~~Balletto,~~Agreements ~~President~~also provide for reimbursement of ordinary and ~~Chief~~necessary ~~Executive~~business ~~Officer~~expenses, subject to the approval of the ~~Bank~~Board ~~and~~of Directors ~~for~~of ~~Joseph~~the WBank. ~~Kennedy~~In addition, ~~Senior~~the ~~Vice~~Agreements ~~President~~acknowledge ~~and~~that ~~Chief~~the ~~Financial Officer~~Executives ofand the Bank ~~are~~have ~~attached~~entered asinto ~~Exhibits~~endorsement 10split dollar agreements with a pre-retirement death benefit of $2.10 million for Mr. Balletto and 10$1.2,0 ~~respectively,~~million for Mr. Kennedy. The Agreements require the Bank to ~~this~~make ~~Form~~a 8tax-Kadjusted compensation payment towards the purchase of an additional life insurance policy to be owned by the Executive with a death benefit of $1.0 million.

~~The~~Upon ~~incentive~~termination ~~plans~~of an Executive’s employment by the Bank for cause, the Executive will have ~~three~~no ~~levels~~right ofto ~~performance~~receive compensation or other benefits for any period after termination. In the event the Executive’s employment is terminated by the Bank for any reason, including a resignation for good reason at(as ~~which~~defined ~~payments~~in ~~can~~the Agreements), but excluding termination due to retirement or disability or for cause or termination following a change in control, the Executive would be ~~made~~entitled to a payment equal to two times, in the case of Mr. ~~There~~Balletto, ~~are~~and ~~minimum~~one ~~thresholds~~times, in the case of ~~performance~~Mr. ~~regarding~~Kennedy, ~~CAMELS~~the ~~ratings~~sum of the highest annual rate of base salary, as well as the continuation of life insurance (including coverage under the endorsement split dollar agreement), and ~~asset~~medical ~~quality~~and ~~that~~dental ~~must~~insurance coverage for two years in the case of Mr. Balletto and one year in the case of Mr. Kennedy. In addition, the Executive would be ~~maintained~~entitled to a cash payment equal to two times, in ~~order~~the case of Mr. Balletto, and one times in the case of Mr. Kennedy, the tax-adjusted compensation payment toward the individually-owned life insurance policy. The executive would also fully vest in all non-vested stock options and/or restricted stock that have been granted to ~~receive~~him. In the event such termination occurs following a change in control, each Executive would be entitled to the payment ~~for~~of a cash severance payment equal to three times his highest annual rate of base salary and three times the ~~achievement~~tax-adjusted compensation payment towards individually-owned life insurance. The executive would also fully vest in all non-vested stock options and/or restricted stock that have been granted to him. In the event payments made in connection with a change in control would result in an excess parachute payment under Section 280G of the ~~incentive~~Internal ~~goals~~Revenue Code, the benefits payable to the Executive would be reduced to avoid the excess parachute payment.

~~Mr.~~Under ~~Balletto’s~~each ~~plan~~employment agreement, ~~provides~~if ~~for~~an aExecutive ~~target payment~~is ofterminated ~~$33~~due to disability (as defined in his employment agreement),~~867,~~ orhe ~~18%~~will ofbe ~~current~~entitled ~~annual~~to ~~salary~~continued life ~~with~~insurance and non-taxable medical and dental coverage substantially comparable to the ~~following~~coverage ~~performance~~maintained ~~categories:~~prior to termination due to disability (i)except ~~achievement~~to ofthe ~~return~~extent such coverage is changed for all employees or not available on ~~assets~~an individual basis following ~~(ROA~~disability) ~~targets;~~until the earlier of: (iii) ~~achievement~~the ofExecutive’s ~~efficiency~~return ~~ratio~~to ~~targets.~~full-time ~~The~~employment ~~target~~with ~~payment~~Georgetown ~~can~~Savings beBank; ~~increased~~(ii) onthe executive’s aemployment ~~sliding~~by ~~scale~~another ~~for~~employer; ~~improvement in~~(iii) ~~ROA~~the ~~performance~~executive’s ~~and~~attainment ~~efficiency~~of ~~ratio~~age ~~performance,~~65; as(iv) ~~well~~the asExecutive’s death, ~~for~~or an(v) ~~increase~~24 inmonths following the ~~base~~Executive’s ~~salary~~termination due to disability.

~~Mr.~~In ~~Kennedy’s~~the ~~plan~~event ~~provides for a target payment~~ of ~~$14,080, or 11% of current annual salary with~~ the ~~following~~Executive’s ~~performance categories:~~ retirement (i)as ~~achievement~~defined ofin ~~ROA~~the ~~targets; (ii~~Agreements), ~~achievement~~the ofExecutive ~~efficiency~~will ~~ratio~~be ~~targets;~~entitled ~~(iii)~~to ~~achievement~~benefits ofunder ~~net~~the ~~interest~~Bank’s ~~margin~~retirement ~~percentage~~policy ~~targets.~~and ~~The~~other ~~target payment can~~plans beto ~~increased~~which onhe ais ~~sliding~~party ~~scale~~but ~~for~~will ~~improvement~~not inbe ~~ROA~~entitled ~~performance~~to ~~and~~any ~~efficiency~~benefit ~~ratio~~payment ~~performance~~specifically ~~and~~as ~~the~~a ~~net~~result ~~interest~~of ~~margin percentage above~~ the ~~maximum~~employment ~~targets~~agreement.

The ~~total~~foregoing ~~cost~~ description of the ~~incentive~~Agreements ~~plan~~is ~~for~~qualified ~~all eligible~~in ~~employees~~its ~~would~~entirety beby ~~approximately~~reference ~~$185,743,~~to ~~assuming~~the ~~that~~Agreements ~~all~~attached ~~incentive~~hereto ~~targets~~as ~~were~~Exhibits ~~exceeded~~10.1 ~~at various levels~~ and ~~at existing salary levels~~10. ~~The actual cost will vary dependent upon performance~~2.

~~The~~Supplemental ~~individual~~Disability ~~incentive~~Benefit ~~plans~~Plan ~~referred~~for Senior toOfficers. ~~above~~On April 11, 2012, the Bank entered into a supplemental disability benefit plan (the “Plan”) ~~are~~for ~~filed~~the asbenefit ~~Exhibits~~of ~~hereto,~~Messrs. Balletto and Kennedy (each, an “Executive”). Under the ~~foregoing~~Plan, ~~descriptions~~in the event the Executive suffers a disability covered under the Plan, the Executive will be entitled to 66% of ~~such~~the ~~plans~~sum ~~are~~of ~~qualified~~his base salary and average bonus paid over the last 36 months, reduced by ~~reference~~(x) the maximum disability benefit paid or expected to be paid to the ~~plans~~Executive ~~themselves.~~under the group disability benefit

program sponsored by the Bank and (y) any disability benefit paid or expected to be paid under any disability insurance plan purchased by the Executive with a payment from the Bank. In the event the disability benefit program or disability policy identified in “(x)” or “(y)” fails to pay a disability benefit to the Executive that would be expected to be paid under said program or policy, the Bank generally will not be liable to pay such benefit under the Plan but will only be liable for payment of the disability benefit as determined under the formula set forth above. The compensation committee of the Bank will be the administrator of the Plan. The compensation committee will determine, with objective medical input, whether an Executive is disabled. For these purposes, disability (or disabled) means that the Executive has suffered a disability as defined in the Bank’s group disability policy.

The foregoing description of the Plan is qualified in its entirety by reference to the Plan attached hereto as Exhibit 10.3.

Item 9.01. Financial Statements and Exhibits.

(a) ~~Not~~Financial ~~Applicable~~Statements of Businesses Acquired: None.

(b) ~~Not~~Pro ~~Applicable~~Form Financial Information: None.

(d) Exhibits:

~~10.1~~Exhibit ~~Individual Incentive Plan for Robert E~~No. ~~Balletto~~ Description

Exhibit 10.21 Employment Agreement ~~Individual~~between ~~Incentive~~Georgetown ~~Plan~~Savings ~~for~~Bank ~~Joseph~~and WMr. ~~Kennedy~~Robert E. Balletto, dated April 11, 2012

Exhibit 10.2 Employment Agreement between Georgetown Savings Bank and Mr. Joseph W. Kennedy, dated April 11, 2012

Exhibit 10.3 Georgetown Savings Bank Supplemental Disability Benefit Plan for Senior Officers dated April 11, 2012

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.

	~~GEORGETOWN BANCORP, INC.~~	GEORGETOWN BANCORP, INC.
DATE: February 14, 2012	By:	\s\ Joseph W. Kennedy
DATE: April 17, 2012	By:	/s/ Joseph W. Kennedy
		Joseph W. Kennedy
		Senior Vice President and Chief Financial Officer and Treasurer
		Senior Vice President and Chief Financial Officer

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