Filing Overview
Registrant: Southern California Bancorp (NASDAQ: BCAL), the parent of Bank of Southern California, N.A. The filing date and earliest reported event date were May 18, 2023. The filing metadata identifies California Bancorp, but the filing itself identifies Southern California Bancorp.
Business Context and Reporting Period
This Form 8-K reports board appointments and a senior executive retirement under Item 5.02. It is not a periodic financial-results filing and does not provide a reporting-period income statement, balance sheet, or cash-flow update.
Financial and Operating Metrics
- Revenue, profit, cash flow, margins: The filing does not provide financial results or operating metrics.
- Debt and liquidity: The filing does not provide debt, capital, liquidity, or funding information.
- Other metrics: No quantitative financial guidance or performance measures are disclosed.
Material Changes and Corporate Governance
- Effective May 18, 2023, Richard Martin was appointed to the boards of both Southern California Bancorp and Bank of Southern California, N.A.
- Mr. Martin was also appointed to the Company’s Audit and Risk Committee. He is a certified public accountant and founder of R. Martin & Associates, with prior experience at PricewaterhouseCoopers and KPMG and prior bank board and audit committee experience.
- Mr. Martin will receive the same compensation as other non-employee directors and is expected to enter into the Company’s standard indemnification agreement.
- The filing states that Mr. Martin has no reportable related-party interest and no family relationship with Company directors or executive officers.
- Executive Vice President and Chief Credit Officer Anne Williams notified the Company that she will retire from her Bank position effective May 31, 2023. She will remain on the boards of both the Company and the Bank.
- Following her retirement, Ms. Williams will receive non-employee director compensation, and her equity awards will vest for the remainder of their original terms.
Guidance, Outlook, Risks, and Unusual Items
No management guidance, financial outlook, material risk update, contingency, or unusual financial item is disclosed. The principal governance-related items are the addition of an accounting and banking-experienced director to the Audit and Risk Committee and the transition of the Chief Credit Officer role.
Investor Verification Checklist
- Verify the registrant identity and ticker, because the supplied metadata names California Bancorp while the filing names Southern California Bancorp and lists BCAL.
- Review subsequent filings for the appointment or disclosure of a successor Chief Credit Officer.
- Assess whether Ms. Williams’s continued board service and accelerated or continued equity vesting affect compensation expense or governance oversight.
- Review later periodic filings for any financial, credit-quality, capital, or liquidity impacts not addressed in this 8-K.