Southern California Bancorp Files 8-K
Ticker: BCAL · Form: 8-K · Filed: Jul 18, 2024 · CIK: 1795815
| Field | Detail |
|---|---|
| Company | Southern California Bancorp \ Ca (BCAL) |
| Form Type | 8-K |
| Filed Date | Jul 18, 2024 |
| Risk Level | low |
| Pages | 5 |
| Reading Time | 6 min |
| Sentiment | neutral |
Sentiment: neutral
Topics: corporate-governance, filing, bylaws
TL;DR
SoCal Bancorp filed an 8-K, expect updates on bylaws, shareholder votes, and financials.
AI Summary
Southern California Bancorp filed an 8-K on July 18, 2024, reporting events that occurred on July 17, 2024. The filing indicates changes to its Articles of Incorporation or Bylaws, submission of matters to a vote of security holders, and other events, along with financial statements and exhibits.
Why It Matters
This 8-K filing signals potential corporate governance changes or significant shareholder votes for Southern California Bancorp, which could impact its strategic direction and investor relations.
Risk Assessment
Risk Level: low — The filing is a standard 8-K reporting routine corporate events and does not indicate immediate financial distress or significant negative news.
Key Players & Entities
- Southern California Bancorp (company) — Registrant
- July 17, 2024 (date) — Date of earliest event reported
- July 18, 2024 (date) — Date of report
FAQ
What specific amendments were made to Southern California Bancorp's Articles of Incorporation or Bylaws?
The filing indicates that amendments were made, but the specific details of these amendments are not provided in the provided text.
What matters were submitted to a vote of Southern California Bancorp's security holders?
The filing states that matters were submitted to a vote, but the nature of these matters is not detailed in the provided text.
What are the 'Other Events' being reported by Southern California Bancorp?
The filing lists 'Other Events' as a category but does not specify what these events are in the provided text.
When is Southern California Bancorp's fiscal year end?
Southern California Bancorp's fiscal year ends on December 31st.
What is the principal executive office address for Southern California Bancorp?
The principal executive offices are located at 12265 El Camino Real, Suite 210, San Diego, California, 92130.
Filing Stats: 1,514 words · 6 min read · ~5 pages · Grade level 14.2 · Accepted 2024-07-18 08:05:25
Filing Documents
- form8-k.htm (8-K) — 70KB
- ex3-1.htm (EX-3.1) — 190KB
- ex99-1.htm (EX-99.1) — 17KB
- ex99-1_001.jpg (GRAPHIC) — 5KB
- ex99-1_002.jpg (GRAPHIC) — 3KB
- 0001493152-24-028273.txt ( ) — 500KB
- bcal-20240717.xsd (EX-101.SCH) — 3KB
- bcal-20240717_lab.xml (EX-101.LAB) — 33KB
- bcal-20240717_pre.xml (EX-101.PRE) — 22KB
- form8-k_htm.xml (XML) — 4KB
03 Amendment to Articles of Incorporation
Item 5.03 Amendment to Articles of Incorporation or Bylaws; Change in Fiscal Year As discussed more fully below, on July 17, 2024, Southern California Bancorp (the "Company") amended its Bylaws to change the allowable range of members of the board of directors to seven (7) to thirteen (13) from its previous range of six (6) to eleven (11). A copy of the as-amended Bylaws is attached to this report as Exhibit 3.1. Item 5.07 Submission of Matters to a Vote of Security Holders On July 17, 2024, the Company held a special meeting of shareholders (the "Special Meeting") to consider certain proposals relating to the Company's proposed merger (the "Merger") with California BanCorp ("CBC"), upon the terms and subject to the conditions set forth in the Agreement and Plan of Merger and Reorganization, dated as of January 30, 2024, by and between the Company and CBC (the "Merger Agreement"). At the Special Meeting, the Company's shareholders voted on the proposals listed below, each of which was described in the Company's definitive proxy statement filed with the Securities and Exchange Commission on June 3, 2024: 1. To approve the principal terms of the Merger Agreement and the transactions contemplated by the Merger Agreement, including the Merger (the "Merger Proposal"); 2. To approve an amendment to the Company's bylaws to change the allowable range of members of the board of directors to seven (7) to thirteen (13) from its current range of six (6) to eleven (11) (the "Bylaw Amendment"). 3. To approve an amendment to the Company's articles of incorporation to change the name of the Company from Southern California Bancorp to California BanCorp ("Name Change"). 4. To approve an amendment to the Company's articles of incorporation to remove Article Eight to remove the supermajority approval requirement for certain stock issuances ("Articles Amendment"). 5. To approve the adjournment or postponement of the Special Meeting, if necessary or appropriate, i
SIGNATURES
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. SOUTHERN CALIFORNIA BANCORP Date: July 18, 2024 By: /s/ MANISHA K. MERCHANT Manisha K. Merchant Executive Vice President, General Counsel and Corporate Secretary