Blog: PCB BANCORP : Results of Operations and Financial Condition, Regulation FD Disclosure, Other Events, Financial Statements and Exhibits (form 8-K) – Marketscreener.com

Item 2.02 Results of Operations and Financial Condition

On July 28, 2022, PCB Bancorp, a California corporation (the “Company”), issued
a press release concerning its unaudited results for the second quarter of 2022.
A copy of the press release is attached as Exhibit 99.1 to this Current Report
and is incorporated herein by reference.

The information in this report set forth under this Item 2.02 shall not be
treated as “filed” for purposes of Section 18 of the Securities Exchange Act of
1934, nor shall it be deemed incorporated by reference into any registration
statement or other document pursuant to the Securities Act of 1933, as amended,
or the Securities Exchange Act of 1934, as amended, except as expressly stated
by specific reference in such filing.

Item 7.01 Regulation FD Disclosure

Attached as Exhibit 99.2, and incorporated herein by reference, is a copy of an
investor presentation that may be utilized by management at future discussions
with investors.



Item 8.01 Other Events

On July 28, 2022, the Company issued a press release announcing that on July 28,
2022, its Board of Directors declared a quarterly cash dividend of $0.15 per
common share. The dividend will be paid on or about August 19, 2022, to
shareholders of record as of the close of business on August 12, 2022. A copy of
the press release is attached as Exhibit 99.3 to this Current Report and is
incorporated herein by reference.

On July 28, 2022, the Company issued a press release announcing that on July 28,
2022, its Board of Directors approved a repurchase program authorizing the
repurchase of up to 5% of the Company’s outstanding common stock as of the date
of the board meeting through February 1, 2023, with repurchases to commence from
August 2, 2022.

Under the stock repurchase program, the Company may purchase shares of its
common stock through various means such as open market transactions, including
block purchases, and privately negotiated transactions. The number of shares
repurchased and the timing, manner, price and amount of any repurchases will be
determined at the Company’s discretion. Factors include, but are not limited to,
stock price, trading volume and general market conditions, along with the
Company’s general business conditions. The program may be suspended or
discontinued at any time and does not obligate the company to acquire any
specific number of shares of its common stock.

As part of the stock repurchase program, the Company intends to enter into a
trading plan adopted in accordance with Rule 10b5-1 of the Securities Exchange
Act of 1934, as amended. The 10b5-1 trading plan would permit common stock to be
repurchased at a time that the Company might otherwise be precluded from doing
so under insider trading laws or self-imposed trading restrictions. The 10b5-1
trading plan will be administered by an independent broker and will be subject
to price, market volume and timing restrictions. A copy of the press release is
attached as Exhibit 99.4 to this Current Report and is incorporated herein by
reference.

On July 28, 2022, the Company announced that its subsidiary, Pacific City Bank
(the “Bank”), will changes its name to PCB Bank, effective August 25, 2022. In
addition, the Company introduced a new logo, which will also be utilized by the
Bank after its name change. A copy of the press release is attached as Exhibit
99.1 to this Current Report and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.

99.1 Press release of PCB Bancorp, issued July 28, 2022, concerning the results
of operations and financial condition for the second quarter of 2022 and name
change for its subsidiary

99.2 Investor presentation of PCB Bancorp concerning the unaudited results for
the second quarter of 2022

99.3 Press release of PCB Bancorp, issued July 28, 2022, announcing the
declaration of a quarterly cash dividend

99.4 Press release of PCB Bancorp, issued July 28, 2022, announcing the stock
repurchase plan

104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

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