-----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, V2ginOxSB3m7y7W/tGhI04m5MaG52nJsTzCa93iCkw3ZMiHajxl8HpPcn3sYcsSz wR4Ai+R0B4+yMV33BS55Lw== 0000950134-07-003689.txt : 20070220 0000950134-07-003689.hdr.sgml : 20070219 20070220163249 ACCESSION NUMBER: 0000950134-07-003689 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20070220 DATE AS OF CHANGE: 20070220 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CAPITAL CORP OF THE WEST CENTRAL INDEX KEY: 0001004740 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 770405791 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-51531 FILM NUMBER: 07635914 BUSINESS ADDRESS: STREET 1: 550 W MAIN STREET CITY: MERCED STATE: CA ZIP: 95340 BUSINESS PHONE: 2097252200 MAIL ADDRESS: STREET 1: 550 W MAIN STREET CITY: MERCED STATE: CA ZIP: 95340 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: 1867 WESTERN FINANCIAL CORP CENTRAL INDEX KEY: 0000840663 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 680167851 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: P O BOX 1110 CITY: STOCKTON STATE: CA ZIP: 95202 BUSINESS PHONE: 2099411258 MAIL ADDRESS: STREET 1: P O BOX 1110 CITY: STOCKTON STATE: CA ZIP: 95201 SC 13D/A 1 d43802sc13dza.htm AMENDMENT TO SCHEDULE 13D sc13dza
 

     
 
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934
(Amendment No. 3 )*

CAPITAL CORP OF THE WEST
(Name of Issuer)
Common Stock
(Title of Class of Securities)
140065103
(CUSIP Number)
BANK OF STOCKTON
Attn: John F. Dentoni
P.O. Box 1110
Stockton, California 95201
(209) 929-1433
with a copy to:
Karen L. Witt, Esq.
1200 17th Street, Suite 3000
Denver, CO 80202
(303) 623-9000
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
February 9, 2007
(Date of Event Which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. o

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 
 

 

                     
CUSIP No.
  
140065103 
   Page  
2 
   of   
5 

 

           
1   NAMES OF REPORTING PERSONS:

BANK OF STOCKTON
   
  I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY):
 
 
     
2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS):
  (a)   o 
  (b)   o 
     
3   SEC USE ONLY:
   
   
     
4   SOURCE OF FUNDS (SEE INSTRUCTIONS):
   
  WC
     
5   CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e):
   
  o
     
6   CITIZENSHIP OR PLACE OF ORGANIZATION:
   
  CALIFORNIA, USA
       
  7   SOLE VOTING POWER:
     
NUMBER OF   1,006,623
       
SHARES 8   SHARED VOTING POWER:
BENEFICIALLY    
OWNED BY   1,229,911(1)
       
EACH 9   SOLE DISPOSITIVE POWER:
REPORTING    
PERSON   1,006,623
       
WITH 10   SHARED DISPOSITIVE POWER:
     
    1,229,911(1)
     
11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
   
  1,229,911(1)
     
12   CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS):
   
  o
     
13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
   
  11.46%
     
14   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):
   
  BK
(1) Includes shares owned solely by the Reporting Person and shares owned by the Reporting Person’s parent corporation as described in more detail at Item 5 below.

 

SCHEDULE 13D
     This statement on Schedule 13D is filed on behalf of Bank of Stockton, a California corporation (the “Reporting Person”), relating to transactions in the no par value common stock issued by Capital Corp of the West, a California corporation and registered bank holding company (the “Issuer”).
Item 1. Security and Issuer.
     
Security:
  Common Stock, no par value
 
    
Issuer:
  Capital Corp. of the West
 
  1160 West Olive Avenue
 
  Merced, California 95348
Item 2. Identity and Background.
The identity and background of the Reporting Person is as follows:
Bank of Stockton is a California company engaged in the business of commercial banking. Its principal office and place of business is 301 East Miner Avenue, Stockton, California 95202. During the last five years, the Reporting Person has not been either (i) convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors), or (ii) been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction that resulted in a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
Item 3. Source and Amount of Funds or Other Consideration.
     The Reporting Person’s parent corporation, 1867 Western Financial Corporation, a California corporation (“WFC”), used an aggregate of $1,202,228 of its working capital to purchase an aggregate of 60,000 shares of the Issuer’s common stock on the open market on February 9, 12, 13, 14 and 16, 2007.
Item 4. Purpose of Transaction.
     The Reporting Person intends to hold the shares of Issuer’s common stock for investment purposes, and not for the purpose of acquiring control of the Issuer.
     The Reporting Person intends to acquire additional shares of the Issuer’s common stock from time to time, provided such acquisition is economical in the discretion of the Reporting Person based on the price of such shares.
     The Reporting Person has no plans or proposals which relate to or would result in: (a) an acquisition by any person of additional securities of the Issuer, or the disposition of securities of the Issuer; (b) an extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the Issuer or any of its subsidiaries; (c) a sale or transfer of a material amount of assets of the Issuer or of any of its subsidiaries; (d) any change in the present board of directors or management of the Issuer, including any plans or proposals to change the term of directors or to fill any existing vacancies on the board; (e) any material change in the present capitalization or dividend policy of the Issuer; (f) any other material change in the Issuer’s business or corporate structure; (g) changes in the Issuer’s charter, bylaws or instruments corresponding thereto, or other actions which may impede the acquisition of

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control of the Issuer by any person; (h) causing a class of securities of the Issuer to be delisted from a national securities exchange or to cease to be authorized to be quoted in an inter-dealer quotation system of a registered national securities association; (i) a class of equity securities of the Issuer becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Act; or (j) any action similar to any of those enumerated above.
Item 5. Interest in Securities of the Issuer.
     (The number of issued and outstanding shares of the Issuer’s common stock upon which the various percentages set forth in this statement on Schedule 13D are based does not include any outstanding securities convertible into the Issuer’s common stock or any shares of common stock of the Issuer subject to outstanding options.)
     (a) and (b) The Reporting Person is the beneficial owner of 1,006,623 shares of the Issuer’s common stock, or 9.38 percent of approximately 10,736,497 shares of the Issuer’s common stock issued and outstanding (as reported by the Issuer’s Form 10-Q for the quarter ended September 30, 2006). The Reporting Person has the sole power to vote or to direct the voting of all of these shares reported as owned beneficially by it. The Reporting Person has the sole power to dispose of, or to direct the disposition of, all of these shares reported as owned beneficially by it. The Reporting Person’s parent corporation, WFC, is the beneficial owner of an additional 223,288 shares of the Issuer’s common stock, or approximately 2.08% of the Issuer’s common stock issued and outstanding. The Reporting Person shares with WFC the power to dispose of, or to direct the disposition of, and to vote, or to direct the voting of, the shares held by WFC.
     (c) On May 21, 1996, the Reporting Person commenced acquiring shares of the Issuer’s common stock and on March 18, 1997, the Reporting Person became the beneficial owner of approximately five percent of the Issuer’s outstanding common stock. A Schedule 13D was filed on August 15, 1997 detailing this event. The Issuer then issued additional shares of its common stock and on August 27, 1997, the Reporting Person and WFC began to acquire additional shares. Effective September 10, 1997, the Reporting Person filed a Schedule 13D on a consolidated basis, which was amended on September 22, 1997. The Reporting Person further amended its Schedule 13D effective September 29, 2003. Following is a list of the Reporting Person’s transactions in the Issuer’s common stock through brokered transactions in the past 60 days, including the date, share price, number of shares and total cost. The Issuer’s shares are traded on the Nasdaq national market. Share prices are rounded to the nearest whole cent and total costs are rounded to the nearest whole dollar.
                         
Transaction Date   Share Price   Number of Shares   Total Cost
February 9, 2007**
  $ 29.47       11,000          
February 12, 2007**
  $ 29.65       6,100          
February 12, 2007**
  $ 29.59       19,000          
February 13, 2007**
  $ 29.35       7,200          
February 14, 2007**
  $ 29.64       11,700          
February 16, 2007**
  $ 29.05       5,000          
 
                       
 
                  $ 1,202,228  
 
*   Settlement date
 
**   Trade date
     (d) and (e) N/A

Page 4 of 5

 

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.
     To the knowledge of the Reporting Person, there are no contracts, arrangements, understandings or relationships (legal or otherwise) between the Reporting Person and any of the persons and entities identified in Item 2 or any other persons or entities with respect to any securities of the Issuer (including but not limited to, transfer or voting of any of the securities, finders fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, divisions of profit or loss, or the giving or withholding of proxies), other than the parent-subsidiary relationship between the Reporting Person and WFC.
Item 7. Material to be Filed as Exhibits.
     None.
SIGNATURE
     After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
     Date: February 20, 2007
         
  BANK OF STOCKTON
 		  
  By:   /s/ John F. Dentoni    
    Title: John F. Dentoni, Vice President   
       
 

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