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): June 1, 2016
HANMI FINANCIAL CORPORATION
(Exact Name of Registrant as Specified in Charter)
| Delaware | 000-30421 | 95-4788120 |
| (State or Other Jurisdiction of Incorporation) | (Commission File Number) | (I.R.S. Employer Identification Number) |
| 3660 Wilshire Boulevard, PH-A, Los Angeles, California 90010 |
| (Address of Principal Executive Offices) (Zip Code) |
(213) 382-2200
(Registrant's telephone number, including area code)
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: | ||
| [ ] | 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.
(d) Election of Directors On June 7, 2016, Hanmi Financial Corporation (the “Company”), a Delaware corporation and its wholly-owned subsidiary, Hanmi Bank (the “Bank”), announced that the Boards of Directors of the Company and Bank had appointed Mr. Thomas J. Williams to the Board of Directors of Company and Bank (the “Boards”), effective June 1, 2016. Mr. Williams, 53, is a 30 year veteran of the bank regulatory and banking industry. Mr. Williams brings extensive experience across a broad range of risk and lending activities. Prior to his retirement in May 2015, Mr. Williams was at BofI Federal Bank as Senior Vice President and Chief Risk Officer, overseeing all risk and control-related functions. Before BofI, he served as Executive Director of Commercial Credit Review with Capital One, and Director of Regulatory Relations with Silicon Valley Bank. Earlier in his career, Mr. Williams spent five years as Principal Examiner at the Federal Reserve Bank of San Francisco and ten years as a National Bank Examiner with the OCC. Mr. Williams earned his B.S. in Economics from the University of South Dakota. Upon his appointment to the Board, Mr. Williams became entitled to the Company’s customary non-employee director compensation. Mr. Williams was appointed to the Audit Committee and the Risk, Compliance and Planning Committee of the Company Board. There are no arrangements or understandings between Mr. Williams and any other persons pursuant to which he was selected as a director. There are no family relationships between Mr. Williams and any director, executive officer or any person nominated or chosen by the Company to become a director or executive officer. No information is required to be disclosed with respect to Mr. Williams pursuant to Item 404(a) of Regulation S-K.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits 99.1 Press release issued by Hanmi Financial Corporation dated June 7, 2016.
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.
| HANMI FINANCIAL CORPORATION | ||
| Date: June 7, 2016 | By: | /s/ C. G. Kum |
| C. G. Kum | ||
| President and Chief Executive Officer | ||
EXHIBIT 99.1
Hanmi Financial Corp. Announces Appointment of Thomas Williams to its Board of Directors
LOS ANGELES, June 07, 2016 (GLOBE NEWSWIRE) -- Hanmi Financial Corporation (NASDAQ:HAFC) (“Hanmi”), the holding company for Hanmi Bank (the “Bank”), today announced that Thomas Williams was appointed to its Board of Directors, effective June 1, 2016.
“It is with great pleasure I welcome Thomas Williams to our Board of Directors,” said Hanmi’s Chairman, Joseph K. Rho. “Having spent his entire career as a bank regulator or banking executive, Tom has extensive experience across a broad range of regulatory, enterprise risk management, credit review, and lending functions. His expertise and creativity in enabling innovative yet sound banking activities will be invaluable to Hanmi as we execute our strategic plan within our highly regulated industry. On behalf of my colleagues on the Board, we look forward to drawing on Tom’s wealth of experience as we pursue our objectives to profitably grow the Bank.”
Mr. Williams began his career in 1985 with the Office of the Comptroller of the Currency (OCC), a division of the U.S. Treasury Department as a National Bank Examiner. After spending ten years with the OCC, Mr. Williams joined the Federal Reserve Bank of San Francisco as a Principal Examiner for five years, where he had lead responsibility for the supervision of Wells Fargo and served on the Basel Committee on Banking Supervision’s Credit Risk Modeling Task Force. Since 2000, Mr. Williams has been in the private sector as the Director of Regulatory Relations at Silicon Valley Bank in Santa Clara, California for six years; the Executive Director of Commercial Credit Review at Capital One in New York for two years. Most recently, and until his retirement last May, Mr. Williams was for four years a Senior Vice President and Chief Risk Officer of BofI Federal Bank in San Diego, California, where he oversaw all risk-related functions, including Policies, Vendor Management, Model Risk Management, Internal Audit, Regulatory Affairs, Credit Review, Compliance and Enterprise Risk Management. Mr. Williams has a B.S. degree in Economics from the University of South Dakota.
About Hanmi Financial Corporation
Headquartered in Los Angeles, California, Hanmi Financial Corporation owns Hanmi Bank, which serves multi-ethnic communities through its network of 42 full-service branches and 6 loan production offices in California, Texas, Illinois, Virginia, New Jersey, New York, Colorado, Washington and Georgia. Hanmi Bank specializes in real estate, commercial, SBA and trade finance lending to small and middle market businesses. Additional information is available at www.hanmi.com.
Forward-Looking Statements
This press release contains forward-looking statements, which are included in accordance with the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. In some cases, you can identify forward-looking statements by terminology such as “may,” “will,” “should,” “could,” “expects,” “plans,” “intends,” “anticipates,” “believes,” “estimates,” “predicts,” “potential,” or “continue,” or the negative of such terms and other comparable terminology. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. All statements other than statements of historical fact are “forward–looking statements” for purposes of federal and state securities laws, including, but not limited to, statements about anticipated future operating and financial performance, financial position and liquidity, business strategies, regulatory and competitive outlook, investment and expenditure plans, capital and financing needs and availability, plans and objectives of management for future operations, developments regarding our capital plans, strategic alternatives for a possible business combination, merger or sale transaction, and other similar forecasts and statements of expectation and statements of assumption underlying any of the foregoing. These statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, levels of activity, performance or achievements to differ from those expressed or implied by the forward-looking statement. These factors include the following: failure to maintain adequate levels of capital and liquidity to support our operations; the effect of potential future supervisory action against us or Hanmi Bank; general economic and business conditions internationally, nationally and in those areas in which we operate; volatility and deterioration in the credit and equity markets; changes in consumer spending, borrowing and savings habits; availability of capital from private and government sources; demographic changes; competition for loans and deposits and failure to attract or retain loans and deposits; fluctuations in interest rates and a decline in the level of our interest rate spread; risks of natural disasters related to our real estate portfolio; risks associated with Small Business Administration loans; failure to attract or retain key employees; changes in governmental regulation, including, but not limited to, any increase in FDIC insurance premiums; ability of Hanmi Bank to make distributions to Hanmi Financial, which is restricted by certain factors, including Hanmi Bank’s retained earnings, net income, prior distributions made, and certain other financial tests; ability to identify a suitable strategic partner or to consummate a strategic transaction; adequacy of our allowance for loan losses; credit quality and the effect of credit quality on our provision for loan losses and allowance for loan losses; changes in the financial performance and/or condition of our borrowers and the ability of our borrowers to perform under the terms of their loans and other terms of credit agreements; our ability to control expenses; and changes in securities markets. In addition, we set forth certain risks in our reports filed with the U.S. Securities and Exchange Commission, including, Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2015, our Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K that we will file hereafter, which could cause actual results to differ from those projected. We undertake no obligation to update such forward-looking statements except as required by law.
CONTACT:
Romolo (Ron) Santarosa
Senior Executive Vice President & Chief Financial Officer
213-427-5636
Lasse Glassen
Investor Relations
Addo Communications
310-829-5400