-----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, ALfEWtclEfOIWuErv1dZACiBhhffB6aB9HsxERHwcqS5UST83rqSkftlS6zHQDre mhhvFfEZejyAv+Yz4D/08A== 0001019056-04-001387.txt : 20041119 0001019056-04-001387.hdr.sgml : 20041119 20041119070232 ACCESSION NUMBER: 0001019056-04-001387 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20041119 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20041119 DATE AS OF CHANGE: 20041119 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FNB BANCORP/CA/ CENTRAL INDEX KEY: 0001163199 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 922115369 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-49693 FILM NUMBER: 041156286 BUSINESS ADDRESS: STREET 1: 975 EL CAMINO REAL 3RD FL STREET 2: C/O FIRST NATIONAL BANK CITY: S. SAN FRANCISCO STATE: CA ZIP: 94080 BUSINESS PHONE: 6505886800 MAIL ADDRESS: STREET 1: 975 EL CAMINO REAL 3RD FL STREET 2: C/O FIRST NATIONAL BANK CITY: S. SAN FRANCISCO STATE: CA ZIP: 94080 8-K 1 fnb_8k.txt FNB_FORM 8-K 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) November 19, 2004 ----------------- FNB BANCORP ------------------------------------------------------ (Exact name of registrant as specified in its charter) California ---------------------------------------------- (State or other jurisdiction of incorporation) 000-49693 92-2115369 - ------------------------ --------------------------------- (Commission File Number) (IRS Employer Identification No.) 975 El Camino Real, South San Francisco, California 94080 - --------------------------------------------------- ---------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (650) 588-6800 -------------- 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 8.01 Other Events. On November 19, 2004, FNB Bancorp (the holding company for First National Bank of Northern California), announced that its Board of Directors has declared a stock dividend of approximately 123,633 shares, payable at the rate of one share of Common Stock for every twenty (20) shares of Common Stock owned. The stock dividend will be payable December 15, 2004, to shareholders of record on December 1 2004. FNB Bancorp also announced that its Board of Directors has declared a special cash dividend on common stock payable to the shareholders of record as of December 17, 2004, following the payment of the stock dividend, payable January 5, 2005, at the rate of twelve cents per share. A copy of the news release dated November 19, 2004 announcing the declaration of the dividend is attached hereto as Exhibit 99.23 and is incorporated here by reference. Item 9.01 Financial Statements and Exhibits. 99.23 News release dated November 19, 2004 announcing the stock dividend payable December 15, 2004 and the cash dividend payable January 5, 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. FNB BANCORP (Registrant) Dated: November 19, 2004. By: /s/ James B. Ramsey --------------------------------- James B. Ramsey Senior Vice President and Chief Financial Officer 2 EX-99.23 2 ex99_23.txt EXHIBIT 99.23 Exhibit 99.23 NEWS RELEASE For Immediate Release Contact: Tom McGraw 650-875-4865 FNB Bancorp Declares Stock Dividend and Special Cash Dividends South San Francisco, CA: November 19, 2004: FNB Bancorp (Bulletin Board FNBG.OB), the holding company for First National Bank of Northern California, announced that its Board of Directors has declared a stock dividend of approximately 123,633 shares, payable at the rate of one share of Common Stock for every twenty (20) shares of Common Stock owned. The stock dividend will be payable December 15, 2004, to shareholders of record on December 1, 2004. FNB Bancorp also announced that its Board of Directors has declared a special cash dividend on common stock payable to the shareholders of record as of December 17, 2004, following the payment of the stock dividend, payable January 5, 2005, at the rate of .12 cents per share. Cautionary Statement: This release contains certain forward-looking statements that are subject to risks and uncertainties that could cause actual results to differ materially from those stated herein. Management's assumptions and projections are based on their anticipation of future events and actual performance may differ materially from those projected. Risks and uncertainties which could impact future financial performance include, among others, (a) competitive pressures in the banking industry; (b) changes in the interest rate environment; (c) general economic conditions, either nationally or regionally or locally, including fluctuations in real estate values; (d) changes in the regulatory environment; (e) changes in business conditions or the securities markets and inflation; (f) possible shortages of gas and electricity at utility companies operating in the State of California, and (g) the effects of terrorism, including the events of September 11, 2001, and thereafter, and the conduct of war on terrorism by the United States and its allies. Therefore, the information set forth herein, together with other information contained in the periodic reports filed by FNB Bancorp with the Securities and Exchange Commission, should be carefully considered when evaluating its business prospects. FNB Bancorp undertakes no obligation to update any forward-looking statements contained in this release. For further information contact: James B. Ramsey Senior Vice President & Chief Financial Officer Tel: (650) 875-4862 Fax: (650) 588-9695 3 -----END PRIVACY-ENHANCED MESSAGE-----