-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Ou4oLZrETa2d/Z808sln3af1NmqpcH70VvHbk98cNeUjw6GF7ZDLW7TkV5Rg/v1N mYWKyRRC12uaxaSSjYzf5w== 0001193125-03-066960.txt : 20031024 0001193125-03-066960.hdr.sgml : 20031024 20031024164712 ACCESSION NUMBER: 0001193125-03-066960 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20031023 ITEM INFORMATION: Other events FILED AS OF DATE: 20031024 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PACIFIC CONTINENTAL CORP CENTRAL INDEX KEY: 0001084717 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 930606433 STATE OF INCORPORATION: OR FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-30106 FILM NUMBER: 03956840 BUSINESS ADDRESS: STREET 1: 111 WEST 7TH ST CITY: EUGENE STATE: OR ZIP: 97401 BUSINESS PHONE: 5416868685 MAIL ADDRESS: STREET 1: 111 WEST 7TH ST CITY: EUGENE STATE: OR ZIP: 97401 8-K 1 d8k.htm FORM 8-K Form 8-K

 

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): October 23, 2003

 


 

PACIFIC CONTINENTAL CORPORATION

(Exact name of registrant as specified in its charter)

 

Oregon   0001084717   93-1269184

(State or other

jurisdiction of incorporation)

 

(Commission

File Number)

 

IRS Employer

Identification No.

 

111 West 7th Avenue

Eugene, Oregon

  97401
(Address of principal executive offices)   (zip code)

 

Registrant’s telephone number, including area code: (503) 243-2123



Item 5.   Other Events

 

Hal Brown, President and Chief Executive Officer of Pacific Continental Corporation (the “Company”) advised the Company that on October 23, 2003 he entered into a stock trading plan, designed to comply with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended. Under Rule 10b5-1, officers and directors may adopt a prearranged plan or contract for the sale of Company securities under specified conditions and at specified times. Mr. Brown’s plan allows for the sale of a total of 70,000 shares of the Company’s common stock over a period of eleven months at pre-determined market prices and subject to specified limitations. Sales pursuant to this plan may begin on October 20, 2003 and will terminate on September 20, 2004, unless otherwise terminated sooner in accordance with the plan’s terms. Mr. Brown further advised the Company that he will publicly disclose any stock sales made under the Rule 10b5-1 plan as required by the Federal securities laws.

 

A press release is attached as an exhibit to this Form 8-K.

 

  (b) Exhibits.

 

99    Press Release announcing that Hal Brown, President and Chief Executive Officer has adopted a 10b5-1 plan to sell stock in the Company.

 

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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.

 

Dated: October 23, 2003

 

       

PACIFIC CONTINENTAL CORPORATION

           

By:

 

/s/    Michael A. Reynolds

             
               

Michael A. Reynolds

               

Senior Vice President and

Chief Financial Officer

 

2

EX-99 3 dex99.htm PRESS RELEASE Press Release

Exhibit 99

 

NEWS RELEASE

 

FOR MORE INFORMATION CONTACT:    Hal Brown    Michael A. Reynolds
     President/CEO    Senior Vice President/CFO
     541 686-8685    541 686-8685
           
    

http://www.therightbank.com

E-mail: banking@therightbank.com

 

FOR IMMEDIATE RELEASE

 

PACIFIC CONTINENTAL PRESIDENT AND CEO ADOPTS 10b5-1 PLAN

 

EUGENE, OR, October 22, 2003—Pacific Continental Corporation (NASDAQ: PCBK), the bank holding company for Pacific Continental Bank, announced today that Hal Brown, the company’s president and CEO, has adopted a predetermined trading plan in accordance with guidelines specified by Rule 10b5-1 under the Securities and Exchange Act of 1934.

 

Rule 10b5-1 permits officers and directors of public companies to adopt predetermined plans for selling specified amounts of stock. The plans may be entered into only when the director or officer is not in possession of material, nonpublic information and may be used to gradually diversify an investment portfolio over a period of time.

 

Under this 10b5-1 plan, Mr. Brown identified his intention to sell up to 70,000 shares of Pacific Continental Corporation common stock. This sale is part of his family’s personal plan to diversify his investment portfolio. Shares will be sold in the public market and will be offered for sale over the next few quarters. Upon completion of the program, Mr. Brown’s beneficial ownership in Pacific Continental Corporation common stock, including unexercised stock options, is expected to be approximately 158,000 shares or 2.3% of shares outstanding.

 

Mr. Brown stated, “I believe Pacific Continental remains on a path to continue to deliver on our objectives for customers, employees and shareholders, I am very confident about the company’s future prospects. I am adopting this 10b5-1 plan on the recommendation of my advisors as a way of achieving prudent diversification of my family’s investments.”

 

About Pacific Continental Bank

 

Pacific Continental Bank is the operating subsidiary of Pacific Continental Corporation with ten banking offices in western Oregon. The bank provides personalized services, including online and electronic banking, to meet the deposit and lending needs of professionals, communities and businesses. The SBA has consistently recognized the bank as one of the top lenders over the past five years. More information on Pacific Continental and its banking services can be found on its Website: www.therightbank.com


Safe Harbor

 

This release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 (“PSLRA”). Such forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially from those projected, including but not limited to the following: general economic conditions and its impacts on the company’s client base, loan concentrations; business conditions in the banking industry; the regulatory environment; new legislation; heightened national security risks including acts of terrorism; vendor quality and efficiency; employee retention factors; rapidly changing technology and evolving banking industry standards; competitive factors, including increased competition among financial institutions; fluctuating interest rate environments; cash flow, operating performance, availability of retained earning and decisions made by its board of directors with respect to dividend practices and similar matters. Readers are cautioned not to place undue reliance on the forward-looking statements. Pacific Continental Corporation undertakes no obligation to publicly revise or update the forward-looking statements to reflect events or circumstances that arise after the date of this release. Readers should also carefully review any risk factors described in its Annual Report on Form 10K, the most recent Form 10-Q and other documents including any Form 8-Ks provided to or filed from time to time with the Securities Exchange Commission. This statement is included for the express purpose of invoking PSLRA’s safe harbor provisions.

 

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