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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): January 25, 2007
SAN JOAQUIN BANCORP (Exact name of registrant as specified in charter) |
California | 000-52165 | 20-5002515 | ||
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(State or Other Jurisdiction | (Commission File Number) | (IRS Employer | ||
of Incorporation) | Identification No.) |
____1000 Truxtun Avenue, Bakersfield, California 93301 ____
(Address of Principal Executive Offices) (Zip Code)
661-281-0360 (Registrants telephone number, including area code) |
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.
On January 25, 2007, based upon the recommendation of the Registrant's Compensation Committee (the "Committee"), the Registrants Board of Directors (the "Board") set fiscal year 2007 base salaries and approved bonus awards to be paid to the Companys Chairman of the Board & CEO, Bruce Maclin and the President, Bart Hill, and the Companys two other highest paid executive officers (together with the Chairman of the Board and the President, the Named Executive Officers) in connection with performance for the year ended December 31, 2006. The following table shows the amounts of these awards, together with the base salaries of the Named Executive Officers for the 12-month period beginning January 1, 2007:
Name | Title | Salary | Bonus | |||
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Bruce Maclin | Chairman of the Board & CEO | $ 327,209 | $ 395,725 | |||
Bart Hill | President | 327,209 | 395,725 | |||
Stephen Annis | Executive Vice President & Chief | |||||
Financial Officer | 147,653 | 62,960 | ||||
John Ivy | Executive Vice President & Chief | |||||
Credit Officer | 147,653 | 62,960 |
The Board also approved, based upon the recommendation of the Committee, a travel and entertainment allowance of $25,000 each for Mr. Maclin and Mr. Hill for the year commencing January 1, 2007. They will also receive gross-up payments for federal and state taxes which may be incurred by them as a result of using the travel and entertainment allowance.
On January 25, 2007, the Board, based upon the recommendation of the Committee, amended its Amended and Restated Executive Salary Continuation Agreements, dated as of December 19, 2006 with Stephen Annis and John Ivy to increase, from 65% to 75%, the percentage of the annual benefit payable to each of the executive's spouse in the event of the death of the Executive. The amendment also provides that in the event of the death of both the executive and their spouse, the named beneficiary will receive the applicable percentage of the annual benefit for five (5) years from the executive's retirement date.
The Company will provide additional information related to executive compensation in its proxy statement for its 2007 Annual Meeting of Shareholders to be held on May 16, 2007 for shareholders of record as of March 27, 2007.
Item 8.01 Other Events. |
On January 25, 2007, the Board declared a cash dividend of $0.27 per common share. The dividend is payable to shareholders of record as of February 28, 2007 and is payable on March 15, 2007. A copy of the press release is attached as Exhibit 99.1 to this Form 8-K and is incorporated herein by this reference.
Item 9.01. Financial Statements and Exhibits. (c) The following exhibits are included with this Report: Exhibit 99.1 Press release dated January 31, 2007. |
SIGNATURES |
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
SAN JOAQUIN BANCORP |
By: /S/ Stephen Annis Executive Vice President and Chief Financial Officer Date: January 31, 2007 |
Exhibit 99.1
San Joaquin Bancorp Administrative Offices |
1000 Truxtun Avenue | Phone: (661) 281-0360 | |
Bakersfield, CA 93301 | Fax: (661) 281-0366 |
News Release |
San Joaquin Bancorp Increases Cash Dividend by 12.5%
BAKERSFIELD, CA (Business Wire) January 31, 2007 San Joaquin Bancorp (OTCBB: SJQU):
San Joaquin Bancorp, the Company, today announced that its Board of Directors has declared its regular annual cash dividend to shareholders of $.27 per share. The dividend is payable to shareholders of record as of February 28, 2007 and will be paid on March 15, 2007.
Bart Hill, President, said, "It has been an exciting year and the Board of Directors is pleased to be able to provide the shareholders with a dividend increase of $.03 per share, up 12.5% from 2006. The increase reflects the strong and steady performance of the Company over the last 26 years."
The Company has paid annual cash dividends since 1999. The dividend has increased by approximately 10% each year.
San Joaquin Bancorp, with $747 million in assets as of December 31, 2006, is the parent company of San Joaquin Bank, a state-chartered bank headquartered in Bakersfield, California.
FORWARD-LOOKING INFORMATION: |
The following appears in accordance with the Private Securities Litigation Reform Act of 1995:
This press release contains forward-looking statements about San Joaquin Bancorp for which it claims the protection of the safe harbor provisions contained in the Private Securities Litigation Reform Act of 1995, including statements with regard to descriptions of our plans or objectives for future operations, products or services, and forecasts of our revenues, earnings or other measures of economic performance. Forward-looking statements can be identified by the fact that they do not relate strictly to historical or current facts. They often include the words "believe," "expect," "anticipate," "intend," "plan," "estimate," or words of similar meaning, or future or conditional verbs such as "will," "would," "should," "could," or "may." Forward-looking statements, by their nature, are subject to risks and uncertainties. A number of factors -- many of which are beyond our control -- could cause actual
conditions, events or results to differ significantly from those described in the forward-looking statements and reported results should not be considered an indication of our future performance. Some of these risk factors include, among others, certain credit, market, operational and liquidity risks associated with our business and operations, changes in business and economic conditions in California and nationally, rising interest rates, potential acts of terrorism (which are beyond our control), volatility of rate sensitive deposits and assets, value of real estate collateral securing many of our loans, accounting estimates and judgments, compliance costs associated with the companys internal control structure and procedures for financial reporting. These risk factors are not exhaustive and additional factors that could have an adverse effect on our business and financial performance are set forth under Risk Factors and elsewhere in this quarterly report and in our annual report on Form 10-K.
Forward-looking statements speak only as of the date they are made. We do not undertake to update forward-looking statements to reflect circumstances or events that occur after the date forward-looking statements are made.
Contact: Bart Hill President (661) 281-0300 |
Stephen M. Annis Executive Vice-President & CFO (661) 281-0360 www.sjbank.com |