Southern California Bancorp Announces 2024 Annual Meeting of Shareholders

TL;DR

<b>Southern California Bancorp will hold its 2024 Annual Meeting of Shareholders on June 4, 2024, in San Diego, CA, urging shareholders to vote.</b>

AI Summary

Southern California Bancorp \ CA (BCAL) filed a Proxy Statement (DEF 14A) with the SEC on April 18, 2024. The 2024 Annual Meeting of Shareholders for Southern California Bancorp will be held on June 4, 2024, at 8:30 a.m. Pacific Daylight Time. The meeting will take place at the Company's headquarters located at 12265 El Camino Real, Suite 210, San Diego, California, 92130. Shareholders are encouraged to vote via Internet, telephone, or mail prior to the meeting. Proxy voting is revocable and does not affect the right to vote in person at the meeting. David I. Rainer, Chairman & CEO, expressed gratitude for shareholder support and encouraged participation.

Why It Matters

For investors and stakeholders tracking Southern California Bancorp \ CA, this filing contains several important signals. This filing is a definitive proxy statement (DEF 14A), indicating it contains important information for shareholders regarding the upcoming annual meeting and voting procedures. The meeting serves as a key forum for shareholders to engage with the company's leadership, understand governance matters, and exercise their voting rights on corporate decisions.

Risk Assessment

Risk Level: low — Southern California Bancorp \ CA shows low risk based on this filing. The filing is a routine proxy statement for an annual meeting, with no immediate financial or operational performance data presented, thus posing low risk.

Analyst Insight

Shareholders should review the proxy materials carefully to understand the proposals being voted on and cast their votes by the deadline.

Key Numbers

• 2024 — Annual Meeting Year (2024 Annual Meeting of Shareholders)
• June 4 — Meeting Date (Date of Annual Meeting)
• 8:30 a.m. PDT — Meeting Time (Time of Annual Meeting)

Key Players & Entities

• Southern California Bancorp (company) — Registrant name
• David I. Rainer (person) — Chairman & CEO
• June 4, 2024 (date) — Date of Annual Meeting
• 12265 El Camino Real, Suite 210, San Diego, California, 92130 (location) — Company Headquarters Address

FAQ

Industry Context

Southern California Bancorp operates within the national commercial banking sector, focusing on providing financial services.

Regulatory Implications

The filing is made under the Securities Exchange Act of 1934, specifically Schedule 14A, which governs the solicitation of proxies.

What Investors Should Do

1. Review the proxy statement for details on proposals and voting.
2. Cast your vote via Internet, telephone, or mail.
3. Attend the Annual Meeting on June 4, 2024, if possible.

Key Dates

• 2024-06-04: Annual Meeting of Shareholders — Shareholders will vote on corporate matters and hear from management.

Year-Over-Year Comparison

This is the initial filing for the 2024 proxy statement, providing details for the upcoming annual meeting.

Filing Documents

• bcal2024proxystatement.htm (DEF 14A) — 570KB
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• 0001795815-24-000004.txt (&nbsp;) — 3144KB

Security Ownership of Certain Beneficial Owners and Management

Security Ownership of Certain Beneficial Owners and Management 12 Proposal No. I—Election of Directors 15 Board of Directors 16 Corporate Governance 24 The Board's Role in Risk Oversight 26 Director Compensation 30 Executive Officers 31

Executive Compensation 35

Executive Compensation 35 Certain Relationships And Related Transactions, and Director Independence 43 Report of the Audit and Risk Committee 45 Proposal No. II—Ratification of the Appointment of RSM US LLP as the Company's Independent Public Accounting Firm for the Fiscal Year Ending December 31, 2024 46 Solicitation 48 Shareholder Proposals and Nominations 48 Delinquent Section 16(a) Reports 49 Other Matters 49 Internet Availability of Materials 49 Householding 49 2024 Annual Proxy Statement 5 PROXY STATEMENT ANNUAL MEETING OF SHAREHOLDERS Date and Time June 4, 2024 830 A.M. Pacific Daylight Time Record Date April 10, 2024 Location Southern California Bancorp 12265 El Camino Real, Suite 210 San Diego, California 92130 Who Can Vote Holders of the Company's Common Stock as of the Record Date Introduction This proxy statement is being furnished to you in connection with the solicitation of proxies by the Board of Directors (the "Board ") of Southern California Bancorp, a California corporation, for use at the 2024 Annual Meeting of Shareholders (the "Annual Meeting") and any adjournments or postponements of the Annual Meeting. The Notice of Internet Availability of Proxy Materials is first being mailed to shareholders on or about April 18, 2024. If we change the date, time or location of the Annual Meeting, we will announce the decision to do so in advance and post details on our website at httpsinvestor.banksocal.com. The proxies that we are soliciting authorize the proxy holders to vote your shares in accordance with your instructions at any adjournment or postponement of the Annual Meeting. As a matter of convenience, in this proxy statement we refer to Southern California Bancorp as the "Company," "Corporation" or "we," "us" or "our." We refer to Bank of Southern California, N.A., our wholly-owned bank subsidiary, as the "Bank." Shareholders are being asked to vote on the following matters No. Proposal Bo

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT We have determined beneficial ownership in accordance with the rules of the Securities and Exchange Commission (the "SEC"). These rules generally provide that a person is the beneficial owner of securities if such person has or shares the power to vote or direct the voting of securities, or to dispose or direct the disposition of securities, or has the right to acquire such powers within 60 days. For purposes of calculating each person's percentage ownership, common stock issuable pursuant to options that are currently exercisable or will become exercisable or restricted share units that will vest within 60 days are included as outstanding and beneficially owned for that person or group, but are not deemed outstanding for the purposes of computing the percentage ownership of any other person. Except as disclosed in the footnotes to this table and subject to applicable community property laws, we believe that each person identified in the table has sole voting and investment power over all of the shares shown opposite such person's name. The following table provides information regarding the beneficial ownership based on 18,527,178 shares of our common stock issued and outstanding as of April 10, 2024, by those persons or entities known by us to beneficially own more than five percent of the outstanding shares of our common stock. Name and Address of Greater than 5% Shareholders Shares Beneficially Owned Percent of Class Beneficially Owned John Heidi Farkash (1) PO Box 576, Rancho Santa Fe, CA 92067 3,033,181 16.37 % Castle Creek Capital Partners VI LP (2) 11682 El Camino Real, Suite 320, San Diego, CA 92130 2,340,719 12.63 % Fourthstone LLC (3) 575 Maryville Centre, Suite 110, St. Louis, MO 63141 1,486,667 8.02 % AB Financial Services Opportunity Fund (co Alliance Bernstein L.P.) 1345 Avenue of the Americas, New York, NY 10105 1,719,604 9.28 % Endeavour Capital Advisors Inc. (4) 410 Green

View Full Filing

View this DEF 14A filing on SEC EDGAR