PACIFIC MERCANTILE BANCORP (NASDAQ:PMBC) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain OfficersItem 5.02
Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers; Compensatory Arrangements of Certain Officers
Election of New Director
On November 28, 2018, the Board of Directors (the “Board”) of Pacific Mercantile Bancorp (the “Company”) appointed James F. Deutsch to serve as director of the Company, effective immediately. Mr. Deutsch was also appointed as a member of the Board of Directors of the Company’s wholly-owned banking subsidiary, Pacific Mercantile Bank.
Mr. Deutsch was appointed to serve on the Human Resource and Compensation, Audit and Finance and Risk Committees of the Board. There are no arrangements or understandings between Mr. Deutsch and any other persons to which such person was selected as a director. There are also no family relationships between Mr. Deutsch and any director or executive officer of the Company. Mr. Deutsch has more than 40 years of experience in the banking industry and currently is a partner at Patriot Financial Partners, L.P., a private equity firm focused on investing in community banks, thrifts and financial services- related companies throughout the United States. As of September 30, 2018, Patriot Financial Partners held a 15.6% equity interest in Pacific Mercantile Bancorp.
Subject to approval by the Board, Mr. Deutsch will participate in the current director compensation arrangements applicable to non-employee directors. Under the terms of those arrangements, effective upon Board approval, Mr. Deutsch will receive the annual retainer of $60,000 paid to all non-employee directors. A total of 70% of the annual retainer will be paid in cash, in substantially equal monthly installments, and the remainder of the retainer will paid in the form of a restricted stock award (the number of restricted shares subject to the award will be determined by dividing such remaining retainer amount by the market value of the Company’s common stock on the date of grant). The restricted stock award will vest in full on the one-year anniversary of its grant date. The Company will also enter into its standard form of indemnification agreement with Mr. Deutsch.
Item 7.01Regulation FD Disclosure
On November 28, 2018, the Company issued a press release announcing the appointment of Mr. Deutsch to the Company’s Board of Directors. A copy of that press release is attached as Exhibit 99.1 to this Current Report.
In accordance with General Instruction B. 2 of Form 8-K, the information in this Item 7.01 of this Current Report and Exhibit 99.1 hereto are being furnished and 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, nor shall such information or that Exhibit be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended.
Item 9.01Financial Statements and Exhibits.
PACIFIC MERCANTILE BANCORP ExhibitEX-99.1 2 ex991pressreleasenewdirect.htm EXHIBIT 99.1 Exhibit Exhibit 99.1949 South Coast Drive,…To view the full exhibit click
About PACIFIC MERCANTILE BANCORP (NASDAQ:PMBC)
Pacific Mercantile Bancorp is the holding company for Pacific Mercantile Bank (the Bank). The Company’s business operations are conducted by the Bank. It operates through commercial banking segment. The Bank offers its customers different loan products, including commercial loans and credit lines, accounts receivable and inventory financing, Small Business Administration (SBA) guaranteed business loans, and owner-occupied commercial real estate loans. Its investments primarily include securities available for sale, which consist of residential mortgage backed securities issued by the United States agencies; residential collateralized mortgage obligations issued by non agencies; asset backed security and mutual funds. Its sources of funds include deposits, and borrowings and contractual obligations. Its deposits consist of noninterest bearing demand deposits, interest-bearing checking accounts, money market and savings deposits, and time deposits.