Business Context and Reporting Period
This Form 8-K is filed by First PacTrust Bancorp, Inc. (the "Company"), a Maryland corporation, on December 10, 2012. The report discloses corporate governance changes regarding the Company's principal accountant and principal accounting officer.
Key Financial Metrics
The filing text does not provide specific financial data such as revenue, profit, cash flow, margins, debt, or liquidity metrics. This report focuses exclusively on non-financial corporate events.
Material Changes
- Change in Certifying Accountant: On December 10, 2012, the Company engaged KPMG LLP as its new principal accountant and dismissed Crowe Horwath LLP. This decision was approved by the Audit Committee.
- Historical Audit Status: Reports by Crowe Horwath LLP for the years ended December 31, 2011, and 2010 contained no adverse opinions, disclaimers, or qualifications regarding uncertainty, audit scope, or accounting principles.
- Disagreements: There were no disagreements with Crowe Horwath LLP on accounting principles, practices, or auditing scope during the relevant periods that would have required disclosure.
- Personnel Change: Lonny D. Robinson, Executive Vice President and Chief Financial Officer of the subsidiary Pacific Trust Bank, was appointed as the Company's Principal Accounting Officer effective December 11, 2012, replacing Regan Lauer. Ms. Lauer will remain as Senior Vice President and Controller.
Guidance, Outlook, and Risks
The filing does not contain forward-looking guidance, management commentary on financial outlook, or specific risk factors. The Company noted that it requested a letter from Crowe Horwath LLP confirming their agreement with the statements in this report, which will be filed as an exhibit to an amendment upon receipt.
Investor Verification Checklist
- Verify the receipt and content of the letter from Crowe Horwath LLP regarding the change in accountants, to be filed as an exhibit to an amendment.
- Confirm the effective date of Lonny D. Robinson's appointment as Principal Accounting Officer (December 11, 2012).
- Review the Company's subsequent filings to ensure no undisclosed disagreements or reportable events occurred during the transition period.