-----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, Es5ox+yAhDd87ty+6QtQZDt/vQ0RkwHNeca9pEVoMOUHNl2DzZ4eG2FtaSoGS4aJ xnodMwAOi0Gm62DzpK5L2A== 0001157523-10-003657.txt : 20100611 0001157523-10-003657.hdr.sgml : 20100611 20100611140315 ACCESSION NUMBER: 0001157523-10-003657 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20100609 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Submission of Matters to a Vote of Security Holders ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20100611 DATE AS OF CHANGE: 20100611 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CENTER FINANCIAL CORP CENTRAL INDEX KEY: 0001174820 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 522380548 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-50050 FILM NUMBER: 10892236 BUSINESS ADDRESS: STREET 1: 3435 WILSHIRE BLVD STREET 2: STE 700 CITY: LOS ANGELES STATE: CA ZIP: 90010 BUSINESS PHONE: 2132512222 MAIL ADDRESS: STREET 1: 3435 WILSHIRE BLVD STREET 2: SUITE 700 CITY: LOS ANGELES STATE: CA ZIP: 90010 8-K 1 a6324963.htm CENTER FINANCIAL CORP. 8-K

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)
June 9, 2010


CENTER FINANCIAL CORPORATION
(Exact Name of Registrant as Specified in its Charter)


California

000-50050

52-2380548

(State or other jurisdiction

of incorporation or organization)

(Commission File No.)

(I.R.S. Employer
Identification No.)

3435 Wilshire Boulevard, Suite 700, Los Angeles, California 90010
(Address of Principal Executive Offices) (Zip Code)

(213) 251-2222
(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 Principal Officers; Election of Directors;
                           Appointment of Principal Officers; Compensatory Arrangements of Certain Officers.

(c)       On June 9, 2010, the Company appointed Douglas J. Goddard, age 58, as interim chief financial officer of the Company and its wholly-owned subsidiary, Center Bank, effective June 10, 2010.  He will serve until the Company completes its search for a permanent chief financial officer.  From 1997 through December 2009, Goddard served as executive vice president and chief financial officer of the former First Federal Bank of California, headquartered in Los Angeles, California.  Since December 2009 he has performed financial management consulting engagements for community banks.  A copy of the June 9, 2010 news release announcing this appointment is attached hereto as Exhibit 99.1.

Item 5.07.          Submission of Matters to a Vote of Security Holders

The Company’s annual meeting of shareholders was held on June 9, 2010, at which time shareholders voted in favor of items 1, election of directors, 2, ratification of appointment of independent accountants, and 3, advisory vote on executive compensation.  Proxies were solicited by the Company’s management pursuant to Regulation 14 under the Securities Exchange Act of 1934.

A total of 24,307,750 shares were represented and voting at the meeting, constituting 60.9% of the 39,889,257 issued and outstanding shares entitled to vote at the meeting.  There was no solicitation in opposition to Management’s nominees for directorship as listed in the proxy statement, and all of such nominees were elected pursuant to the vote of shareholders.

The vote on the election of directors was as follows:

  Authority
Given
  Authority
Withheld
David Z. Hong 20,449,005 328,664
Jin Chul Jhung 19,496,668 1,281,001
Chang Hwi Kim 20,449,505 328,164
Kevin S. Kim 20,449,505 328,164
Peter Y.S. Kim 20,449,205 328,464
Sang Hoon Kim 20,449,205 328,464
Chung Hyun Lee 19,496,668 1,281,001
Jae Whan Yoo 19,415,956 1,361,713

There were 3,530,081 broker non-votes received with respect to this item.

The appointment of KPMG LLP as the Company’s independent registered public accounting firm for 2010 was ratified, with the number of shares cast as follows:

For: 23,251,820
Against: 1,054,829
Abstain: 1,741

The number of shares voting “for” constituted 95.7% of the total number of shares represented and voting at the meeting with respect to proposal 2.  There were no broker non-votes received with respect to this item.

2

The resolution approving, on an advisory and non-binding basis, the compensation paid to the Company’s Named Executive Officers, as described in the Company’s Proxy Statement dated April 30, 2010 was approved, with the number of shares cast as follows:

For: 21,841,730
Against: 2,344,097
Abstain: 121,736

The number of shares voting “for” constituted 89.9% of the total number of shares represented and voting at the meeting with respect to proposal 3.  There were no broker non-votes received with respect to this item.

Item 9.01.          Financial Statements and Exhibits

Exhibit Description
 
99.1 News Release dated June 9, 2010

3

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:

June 10, 2010

CENTER FINANCIAL CORPORATION

 
 

 

 

By:

/s/ Jae Whan Yoo

 

Jae Whan Yoo

 

President and Chief Financial Officer

4

EX-99.1 2 a6324963ex99_1.htm EXHIBIT 99.1

Exhibit 99.1

Center Financial Appoints Interim CFO

LOS ANGELES--(BUSINESS WIRE)--June 9, 2010--Center Financial Corporation (NASDAQ: CLFC) today named Douglas J. Goddard, 58, interim chief financial officer of the company and its wholly owned subsidiary, Center Bank, effective June 10, 2010. He will serve until the Bank completes its search for a permanent CFO.

Goddard joins Center Financial with more than 25 years of experience in financial reporting for the commercial banking sector. Most recently, he performed financial management consulting engagements for community banks. Projects involved the integration of financial functions of combining banks in an FDIC-assisted transaction, including the development of the required accounting for those loans acquired as part of the transaction, as well as the implementation of financial systems and reporting enhancements. From 1997 through 2009, Goddard served as executive vice president and chief financial officer of the former First Federal Bank of California, a multi-billion dollar bank that was based in Los Angeles. During his tenure, he was responsible for finance, treasury, investor relations, accounting and information technology and completed two whole bank acquisitions. He also was involved in several other bank acquisitions in his prior positions at California United Bank in Encino and Community Bank in Pasadena. Goddard began his professional career as an auditor in 1974 at KPMG LLP. A certified public accountant, Goddard earned his bachelor’s degree in economics and accounting from Claremont McKenna College, where he graduated cum laude with departmental honors.

“We are very pleased that Doug is available immediately to help Center Bank during this important transitional period,” said President and Chief Executive Officer Jae Whan (J.W.) Yoo. “In addition to bringing a wealth of experience directly in our core market of Southern California, Doug’s past involvement with multiple bank acquisitions is expected to provide immediate value to special reporting requirements associated with our successful FDIC-assisted transaction, completed on April 16. The board and I look forward to working closely with Doug as we strive to sustain the company’s return to profitability and enhance long-term shareholder value.”

About Center Financial Corporation

Center Financial Corporation is the holding company of Center Bank, a community bank offering a full range of financial services for diverse ethnic and small business customers. Founded in 1986 and specializing in commercial and SBA lending and trade finance products, Center Bank has grown to be one of the nation’s leading financial institutions focusing on the Korean-American community, with total assets of $2.08 billion at March 31, 2010. Headquartered in Los Angeles, Center Bank operates a total of 23 full-service branches and one loan production office. The company has 17 full-service branches located throughout Southern California and three branches in Northern California. Center Bank also operates two branches and one loan production office in the Seattle area, along with one branch in Chicago. Center Bank is a California state-chartered institution and its deposits are insured by the FDIC to the extent provided by law. For additional information on Center Bank, visit the company’s Web site at www.centerbank.com

CONTACT:
PondelWilkinson Inc.
Angie Yang
Investor Relations
310-279-5967
ayang@pondel.com

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