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): August 12, 2022

BAYCOM CORP

(Exact name of registrant as specified in its charter)

California	001-38483	37-1849111
(State or other jurisdiction of incorporation or organization)	(Commission File No.)	(I.R.S. Employer Identification No.)

500 Ygnacio Valley Road, Suite 200, Walnut Creek, CA	94596
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (925) 476-1800

Not Applicable

(Former name or former address, if changed from 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 (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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each Class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock	BCML	The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 7.01. Regulation FD Disclosure

A copy of a slide presentation that BayCom Corp  (the “Company”) may use for upcoming meetings with investors and other interested parties is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated by reference herein. Additionally, the Company has posted the slide presentation in the Company’s website at www.unitedbusinessbank.com under the tab “Investor Information” and then under “Documents”.  Information obtained or linked to the foregoing website shall not be deemed to be included in this Current Report on Form 8-K. The furnishing of the attached presentation is not an admission as to the materiality of any information therein. The information contained in the slides is summary information that is intended to be considered in the context of more complete information included in the Company’s filings with the U.S. Securities and Exchange Commission (the “SEC”) and other public announcements that the Company has made and may make from time to time by press release or otherwise. The Company undertakes no duty or obligation to update or revise the information contained in this Current Report on Form 8-K except to the extent required by applicable law, although the Company may do so from time to time as its management believes is appropriate. Any such updating may be made through the filing of other reports or documents with the SEC, through press releases or through other public disclosures. For important information about forward looking statements, see the slide titled “Safe Harbor Statement” in Exhibit 99.1 attached hereto.

The information in this Current Report on Form 8-K, including Exhibit 99.1 attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. The information contained in this Item 7.01 and in the presentation attached as Exhibit 99.1 to this Current Report shall not be incorporated by reference into any filing with the SEC made by the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

Item 9.01: Financial Statements and Exhibits

(d) Exhibits

99.1	Investor Presentation
104	Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)

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 thereunto duly authorized.

	BAYCOM CORP
Date: August 12, 2022	/s/ Keary L Colwell
	Keary L. Colwell, Senior Executive
	Vice President, Chief Financial Officer
	(Principal Financial and Accounting
	Officer) and Secretary

EX-99.1

Exhibit 99.1

1 Investor Presentation Q2 2022 NASDAQ: BCML

2 Presentation Disclosure ThisinvestorpresentationhasbeenpreparedbyBayComCorp(“BCML”orthe“Company”)solelyforinformationalpurposesbasedonitsowninformation,aswellas informationfrompublicsources.ThispresentationhasbeenpreparedtoassistinterestedpartiesinmakingtheirownevaluationofBCMLanddoesnotpurportto containalloftheinformationthatmayberelevant.Inallcases,interestedpartiesshouldconducttheirowninvestigationandanalysisoftheCompanyandthedata setforthinthispresentationandotherinformationprovidedbyoronbehalfofBCML. Thereareanumberofimportantfactorsthatcouldcausefutureresultstodiffermateriallyfromhistoricalperformanceandtheseforward-lookingstatements. Factorswhichcouldcauseactualresultstodiffermateriallyfromtheresultsanticipatedorimpliedbyourforward-lookingstatementsinclude,butarenotlimitedto, potentialadverseimpactstoeconomicconditionsintheCompany’slocalmarketareas,othermarketswheretheCompanyhaslendingrelationships,orotheraspects oftheCompany’sbusinessoperationsorfinancialmarkets,generally,resultingfromtheCOVID-19pandemicandanygovernmentalorsocietalresponsesthereto; expectedrevenues,costsavings,synergiesandotherbenefitsfromourrecentacquisitionsofPacificEnterpriseBancorpmightnotberealizedwithintheexpected timeframesoratallandcostsordifficultiesrelatingtointegrationmatters,includingbutnotlimitedtocustomerandemployeeretention,mightbegreaterthan expected;futureacquisitionsbytheCompanyofotherdepositoryinstitutionsorlinesofbusiness;fluctuationsininterestrates;therisksoflendingandinvesting activities,includingchangesinthelevelanddirectionofloandelinquenciesandwrite-offsandchangesinestimatesoftheadequacyoftheallowanceforloanlosses; changesineconomicconditionsingeneralandinCalifornia,Colorado,NewMexicoandWashingtonspecifically,includingasaresultofemploymentlevelsandlabor shortages,andtheeffectsofinflation,apotentialrecessionorslowedeconomicgrowthcausedbyincreasingoilpricesandsupplychaindisruptions;theCompany's abilitytoaccesscost-effectivefunding;fluctuationsinrealestatevaluesandbothresidentialandcommercialrealestatemarketconditions;demandforloansand depositsintheCompany'smarketarea;increasedcompetitivepressures;changesinmanagement’sbusinessstrategies;andotherfactorsdescribedintheCompany’s latestAnnualReportonForm10-KandQuarterlyReportsonForm10-QandotherfilingswiththeSecuritiesandExchangeCommission(“SEC”)thatareavailableon ourwebsiteatwww.unitedbusinessbank.comandontheSEC'swebsiteatwww.sec.gov. ThefactorslistedabovecouldmateriallyaffecttheCompany’sfinancialperformanceandcouldcausetheCompany’sactualresultsforfutureperiodstodiffer materiallyfromanyopinionsorstatementsexpressedwithrespecttofutureperiodsinanycurrentstatements. The Company does not undertake -and specifically declines any obligation -to publicly release the result of any revisions, which may be made to any forward-looking statements to reflect events or circumstances after the date of such statements or to reflect the occurrence of anticipated or unanticipated events whether as a result of new information, future events or otherwise, except as may be required by law or NASDAQ rules. When considering forward-looking statements, you should keep in mind these risks and uncertainties. You should not place undue reliance on any forward-looking statement, which speaks only as of the date made. Non-GAAP Financial Measures ThispresentationcontainscertainfinancialinformationdeterminedbymethodsotherthaninaccordancewithaccountingprinciplesgenerallyacceptedintheUnited States(“GAAP”).Thesenon-GAAPfinancialmeasuresinclude“TangibleBookValuePerShare,”and“TangibleCommonEquity.”TheCompanybelievesthatthesenon- GAAPfinancialmeasuresareimportanttomanyinvestorswhoareinterestedinchangesfromperiodtoperiodinbookvaluepercommonshareexclusiveofchanges inintangibleassets.Thesenon-GAAPfinancialmeasuresaresupplementalandarenotasubstituteforanyanalysisbasedonGAAPfinancialmeasures.Becausenotall companiesusethesamecalculationof“TangibleBookValuePerShare,”and“TangibleCommonEquity,”thispresentationmaynotbecomparabletoothersimilarly titledmeasuresascalculatedbyothercompanies.

3 BayCom Corp –Who we are Overview Financial Highlights (1)Annualized. (2)Nonperforming assets consists of non-accruing loans and other real estate owned.  BayCom Corp is the bank holding company for United Business Bank, the “Bank”  Founded in 2004 and headquartered in Walnut Creek, California  Full service commercially-oriented community bank  Serves small and mid-sized businesses, professionals and individuals  34 full-service branches  8 branches in the San Francisco Bay Area  5 branches in the Los Angeles Area  3 branches in California’s Central Valley  2 branches in Seattle, Washington  5 branches in Albuquerque, New Mexico  1 in Albuquerque  4 South of Albuquerque  11 branches in Colorado  Ten successful whole bank acquisitions completed since 2010  Pacific Enterprise Bancorp acquired in February, 2022 BaycomBaycomBaycom 3 Mo Ended 3 Mo Ended 12 Mo Ended 30-Jun31-MarDec 31, Description202220222021 (Dollars and shares in thousands, except per share data) Net Income5,218 $ 6,488 $ 20,691 $ Diluted Earnings Per Share0.38 $ 0.51 $ 1.90 $ Average Shares Outstanding13,576 12,647 10,882 Return on Average Assets 1 0.76% 0.98% 0.89% Return on Average Equity 1 6.42% 8.50% 8.06% Yield on Earning Assets 1 3.97% 4.03% 3.74% Cost of Interest-Bearing Liabilities 1 0.62% 0.64% 0.67% Net Interest Margin 1 3.59% 3.63% 3.34% Efficiency Ratio60.38%68.48%65.57% Non Performing Loans / Total Loans0.53%0.63%0.41% Nonperforming Assets / Total Assets 2 0.40% 0.46% 0.29%

4 Company Strengths  Seasoned and talented management team who founded and led the Company since 2004  Disciplined acquisition strategy and proven track record of integrating banks  The Company recorded bargain purchase gains in four of its ten completed acquisitions with the other six having tangible book value pay back periods of 3 years or less  Company is well-positioned for future M&A  Acquisition focus is on the Western region of the United States  Strong core performance metrics creates potential for future shareholder appreciation  Efficient and scalable platform with capacity to support growth  Attractive metropolitan markets (SF Bay Area, Los Angeles, Seattle, Albuquerque, Denver) with favorable demographics and strong local economies  Footprint allows for ample fill-in opportunities  Pacific Enterprise Bancorp acquisition increased our Southern California presence  Strong asset quality metrics since inception  Experience in system and operational integration

5 Experienced Leadership Team Name / Title Experience Background George J. Guarini 34 years• President and Chief Executive Officer since the Bank began operations in 2004 President &Founding CEO• Held key executive and senior level management positions with national and regional institutions Chief Executive Officer18 years with UBB• Successfully resolved significant loan portfolio weakness at two other financial institutions Janet L. King 33 years• Senior Executive Vice President and Chief Operating Officer since the Bank's inception in 2004 Senior Executive Vice President &Founding COO• Formerly Chief Branch Administrator at Circle Bank from 1999 - 2004 where she was responsible for all Chief Operating Officer18 years with UBB aspects of operations • Served as Vice President of Operations for Valencia Bank & Trust from 1987 - 1998 • Appointed to the Board of Directors in 2022 Keary L. Colwell 32 years• Senior Executive Vice President, Chief Administrative Officer, Chief Financial Officer, and Corporate Senior Executive Vice President &Founding CFO Secretary since inception in 2004 Chief Financial Officer & 18 years with UBB• Instrumental in the successful turn-around of a Bay Area bank in the 1990s Corporate Secretary• Appointed to the Board of Directors in 2022 Rick Pak 34 years• Joined the Bank in September, 2016 - promoted to CLO in January, 2019 Executive Vice President &6 years with UBB• Previously served in various positions at Wells Fargo, Citibank, and other banks and credit unions Chief Lending Officer• Expertise in SBA, USDA, agricultural and Commercial lending Terry Curley 27 years• Joined the Bank in April, 2017 when the Company acquired United Business Bank, FSB Executive Vice President &5 years with UBB• At United Business Bank, FSB she served as EVP/Chief Credit Officer from 2012 to 2017 Chief Credit Officer; and Director• Executive in-charge of Labor Services Division since 2017 Labor Services Division• Appointed CCO in 2021

6 Headquarters of Potential Acquisition Opportunities Disciplined Acquisition Strategy  Strategic consolidation of community banks  Provides scale and operating efficiencies  Adds experienced and knowledgeable banking talent  Opportunity to improve concentration ratios  Opportunity to reduce cost of funds  Geographic diversification  Adds portfolios of seasoned loans  Maintain disciplined approach  Increase low-cost deposits  Expand market area served  Enhance noninterest income  Enhance the performance of acquired banks  Developed core competency evaluating, structuring, acquiring and integrating target banks  Target markets –Selected Western States  California  Colorado  Nevada  New Mexico  Oregon  Washington  Size Criteria  Banks with assets between $100 million and $1.5 billion  There are 171 banks within our target markets that meet our size criteria Note: Data as of June 30, 2022 Source: S&P Global Market Intelligence Total BanksMedian Asset Size Banks $100M-$500M107$263,582 Banks $500M-$1B47$649,729 Banks $1B-$1.5B17$1,312,936

7  We serve the Sacramento-Roseville-Arden-Arcade MSA through one branch office • Population of approximately 2.4 million, is home to the state capital, median household income of $76,706.  The Stockton-Lodi MSA in Central California is home to two branches • Population of 0.8 million and a median household income of $68,997 • The area has a diverse industry mix, including agriculture, e- fulfillment centers, advanced manufacturing, data centers/call centers, and service industries Key Highlights of Current Markets: Bay Area, California Seattle, Washington Los Angeles County, California  Part of the San Francisco-Oakland-Hayward MSA and the San- Jose-Sunnyvale-Santa Clara MSA. Population of 4.7 million and a median household income of $114,696 versus a national average of $67,521  Part of the San Jose-Sunnyvale-Santa Clara MSA. Population of 2 million and a median household income of $130,865.  Largest MSA in California with over 13 million residents in the MSA; the second largest MSA in the United States  Greater Los Angeles Market area ranked as 18 th largest economy in the world with an estimated gross domestic product of about $1 trillion  The Seattle-Tacoma-Bellevue MSA is the largest MSA in Washington, covers approximately 2,100 square miles  Population of 4.0 million with a median household income of $94,027  Strong economic base, with several large employers such as Amazon, Microsoft, Starbucks, and Boeing Source: S&P Global Market Intelligence; U.S. Census Bureau Central Valley, California Albuquerque, New Mexico  Albuquerque MSA is the largest MSA in New Mexico. It has a population of 0.6 million and a median household income of $58,512  Strong economic base, housing large employers such as Honeywell, SCHOTT Solar, and Intel Corp Denver, Colorado • The Metro Denver-Aurora-Lakewood, CO area has a population of 3.0 million, is home to the state capital, and enjoys a median household income of $85,641.

8 (1)Computed as of close of merger. (2)For the first full calendar year after close. Based on BayCom consensus estimates and internal projections for each target. (3)Using the cross-over method. Recent Acquisitions Pacific Enterprise Bancorp Grand Mountain Bancshares Assets 1 $446,135$130,593 Deposits 1 $376,685$117,376 Purchase Price 1 $64,415$13,886 ConsiderationStockCash Price/LTMEPS 2 9.6x45.1x Price/TBV 3 104.5%126.2% EPS Accretion 3 6.8%5.9% InitialTBV Accretion(Dilution) 2 0.4%(2.2%) TBV Earn-back 4 Immediate2.7 Years Assumed Cost Saves30%35%

9  $2.0 billion total loans (excluding loans held for sale)  Approximately 32% of the loan portfolio is from the San Francisco Bay Area  Average yield on total loans was 4.62% for Q2 2022  SBA Preferred Lender  $15.2 million of SBA loans ( guaranteed portion) were sold which generated $1.5 million of gain on sale of loans during 2022. Loan Portfolio Loan Portfolio By Type as of June 30, 2022 Note: Data as of June 30, 2022 Description As of June 30, 2022 As of December 31, 2021 (Dollars in thousands) Loan Type Schedule Commercial & Industrial260,664 $ 230,177 $ Construction and land16,017 13,371 Commercial Real Estate1,631,681 1,299,684 Residential 93,232 118,423 Consumer3,741 5,138 Total loans2,005,335 1,666,793 Net deferred loan fees(331) (1,903) Allowance for loan and lease losses(17,800) (17,700) Net Loans 1,987,204 $ 1,647,190 $ Loan Portfolio By Grade As of June 30, Description2022 (Dollars in thousands) Pass1,925,962 $ Special Mention54,753 Substandard 24,620 Doubtful- Total 2,005,335 $

10 Allowance for Loan and Lease Losses  $17.8 million total allowance for loans and leases  0.40% = Nonperforming assets / total assets  0.53% = Nonperforming loans / total loans  $24.6 million = classified assets  0.89% = Allowance of loan and lease losses / total loans Note: Data as of June 30, 2022 .. Description Commercial and Industrial Construction and land Commercial Real Estate Residential Real EstateConsumerTotal (Dollars in thousands) Six Months Ended June 30, 2022 Allowance for loan losses Beginning balance$ 3,261 $ 175 $ 12,709 $ 1,536 $ 19 $ 17,700 Charge-offs(2,524) -(1)(6)(6)(2,537) Recoveries7 ----7 Provision for loan losses2,127 (101) 1,122 (523) 5 2,630 Ending balances$ 2,871 $ 74 $ 13,830 $ 1,007 $ 18 $ 17,800

11 Deposit Portfolio Summary Deposit Composition as of June 30, 2022 At June 30, 2022:  $2.3 billion total deposits  Noninterest-bearing demand represents 35% of total deposits  Interest bearing demand, savings and money market accounts represent 52% of total deposits  Time deposits represent 13% of total deposits Note: Dara prior to 2022 is annual data as of or for the year ended December 31 of each respective year. Data for 2022 is as of or for the six months ended June 30, 2022. Deposit Growth ($ in thousands) Deposits by Type as of June 30, 2022 (Dollars in thousands) Noninterest-bearing demand789,293 $ Interest-bearing Demand and Savings466,860 Money Market703,221 Certificates of Deposit295,454 Total Deposits2,254,828 Cost of Interest Bearing Deposits 0.39% Net Interest Margin3.61% Net Interest Spread - average during the period3.37%

12 Attractive Net Interest Spread Note: Prior to 2022, data presented is annual data as of or for the year ended December 31 of each respective year. Data for2022 is as of or for the six months ended June 30, 2022.

13 Shareholder Tangible Book Value (1) Note: Prior to 2022, the data is annual data as of or for the year ended December 31 of each respective year. In 2022, data is as of or for the six months ended June 30, 2022. (1) Tangible Book Value excludes Goodwill and Core Deposit Intangible; see reconciliation of Non-GAAP financial measures at the end of this presentation.  During 2018, 2019, 2020 and the six months ended June 30, 2022, the Company recorded $2.3, $6.6, $3.0 and $3.1 million, pre-tax merger expenses related to acquisitions, respectively.

14 Shareholder EPS Note: Data for years before 2022 is annual data for the year ended December 31 of each respective year. For 2022, the data is for the six months ended June 30, 2022. In 2022, there was a bargain purchase gain of $1.7 million and pretax merger related expenses of $3.1 million related to the PEB acquisition. In 2020, there was $3.0 million in pretax merger expenses related to the GMB acquisition. In 2019, there was $6.6 million in pretax merger expenses related to the Unitiand First State Bank acquisition. In 2018, there was $2.3 million in pretax merger expenses related to the BFC acquisition.

15 Corporate History Opened Bay Commercial Bank Acquired Global Trust Bank Acquired Community Bank of San Joaquin Raised $16.8 million of common stock from institutional and individual investors Acquired Valley Community Bank Acquired United Business Bank, FSB Acquired Plaza Bank Formed Bank Holding Company BayCom Corp Renamed Bay Commercial Bank as United Business Bank Opened Napa Branch Consolidated Oakland Branch 2004- 2009 201020112012201320142015201620172018201920202022 Consistent Asset Growth Supplemented By Acquisitions Consolidated San Jose Branch Acquired Castro Valley Branch Acquired MyBank Completed IPO and Nasdaq Listing Acquired UnitiBank Acquired First State Bank of Colorado Acquired Grand Mountain Bank Acquired Pacific Enterprise Bank

16 Demonstrated Track Record of Growth Total Assets ($mm) Total Net Loans ($mm) Total Deposits ($mm) Net Income ($000) Note: Data for years prior to 2022 is annual data as of or for the year ended December 31 of each respective year. Data for 2022 is as of or for the six months ended June 30, 2022.

17 Strong Credit Quality Net Charge-Offs (Recoveries) Nonperforming Assets / Total Assets 1 Allowance for Loan Losses / Total Loans Net Charge-Offs (Recoveries) / Average Loans Note: Prior to 2022, data is annual data as of or for the year ended December 31 of each respective year. For 2022, data is as of or for the six months ended June 30, 2022 (1)Nonperforming assets consists of non-accruing loans, accruing loans 90 days or more past due, and other real estate owned.

18 Financial Performance Summary Return on Average Assets Return on Average Equity Efficiency Ratio 1 Note: Prior to 2022, data presented is Annual data for the year ended December 31 of each respective year. For 2022, data isasof or for the six months ended June 30, 2022 (1)Calculated by dividing noninterest expense by the sum of net interest income before provision for loan losses plus noninterest income for the year.

19 Appendix

20 Non-GAAP Reconciliation Tangible Common Equity and Tangible Assets (Dollars in thousands except per share data) As of June 30, 20182019 2020 2021 2022 Tangible Common Equity: Total Common Shareholders Equity200,752 $ 254,220 $ 252,591 $ 262,607 $ 320,555 $ Adjustments: Goodwill (14,594) (35,466) (38,838) (38,838) (38,838) Core Deposit Intangible(7,205) (9,185) (8,302) (6,489) (6,234) Tangible Common Equity178,953 $ 209,569 $ 205,451 $ 217,280 $ 275,483 $ Tangible Assets: Total Assets - GAAP1,478,395 $ 1,994,177 $ 2,195,666 $ 2,350,697 $ 2,678,029 $ Adjustments: Goodwill (14,594) (35,466) (38,838) (38,838) (38,838) Core Deposit Intangible(7,205) (9,185) (8,302) (6,489) (6,234) Tangible Assets1,456,596 $ 1,949,526 $ 2,148,526 $ 2,305,370 $ 2,632,957 $ Common Shares Outstanding10,869,275 12,444,632 11,295,397 10,680,386 13,471,363 Tangible Common Equity to Tangible Assets Ratio12.29%10.75%9.56%9.42%10.46% Tangible Book Value Per Share16.46 $ 16.84 $ 18.19 $ 20.34 $ 20.45 $

21 Questions ? CONTACT INFORMATION BayCom Corp George J. Guarini, Founding Director and CEO 500 Ygnacio Valley Road Suite 200 Walnut Creek, CA 94596 gguarini@ubb-us.com 925.476.1800 Keary Colwell, Sr. Executive VP/CFO/Director 500 Ygnacio Valley Road Suite 200 Walnut Creek, CA 94596 kcolwell@ubb-us.com 925.476.1800

XML

Document and Entity Information	Aug. 12, 2022
Cover [Abstract]
Document Type	8-K
Document Period End Date	Aug. 12, 2022
Entity File Number	001-38483
Entity Registrant Name	BAYCOM CORP
Entity Incorporation, State or Country Code	CA
Entity Tax Identification Number	37-1849111
Entity Address, Address Line One	500 Ygnacio Valley Road
Entity Address, Adress Line Two	Suite 200
Entity Address, City or Town	Walnut Creek
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	94596
City Area Code	925
Local Phone Number	476-1800
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock
Trading Symbol	BCML
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Central Index Key	0001730984
Amendment Flag	false