8-K
BANC OF CALIFORNIA, INC. (BANC)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): December 15, 2022
BANC OF CALIFORNIA, INC.
(Exact name of registrant as specified in its charter)
| Maryland | 001-35522 | 04-3639825 |
|---|---|---|
| (State or other jurisdiction<br>of incorporation) | (Commission File Number) | (IRS Employer<br>Identification No.) |
| 3 MacArthur Place, Santa Ana, California | 92707 | |
| --- | --- | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (855) 361-2262
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common Stock, par value $0.01 per share | BANC | New York Stock Exchange |
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Lynn Sullivan, Executive Vice President and Chief Risk Officer of Banc of California, Inc. (the “Company”) and Banc of California, National Association (the “Bank”), a wholly owned subsidiary of the Company, will retire from those positions effective December 31, 2022.
Effective January 1, 2023, the Company has promoted John Sotoodeh, age 52, to Chief Operating Officer of the Company and the Bank. Mr. Sotoodeh joined the Bank as President, Community & Business Banking Division in August 2019 and has served as Chief Operating Officer of the Bank since May 2021. Prior to that, Mr. Sotoodeh was employed for over 28 years by Wells Fargo & Company (“Wells Fargo”) in a number of leadership roles including as Regional Bank Executive for Wells Fargo’s Southwest Region and Lead Regional President for Wells Fargo in Southern California. Mr. Sotoodeh holds an undergraduate degree in finance from San Jose State University, graduated from the Pacific Coast Banking School and participated in the Harvard Business School Executive Program.
Mr. Sotoodeh has no arrangement or understanding between him and any other person required to be disclosed pursuant to Item 401(b) of Regulation S-K and has no family relationships required to be disclosed pursuant to Item 401(d) of Regulation S-K.
Item 8.01. Other Events
The Company has announced the following executive promotions effective January 1, 2023:
• Olivia Lindsay, Deputy Chief Risk Officer, has been promoted to Chief Risk Officer of the Company and the Bank. In her new role, Ms. Lindsay will oversee the Enterprise Risk Management organization and have responsibility for the Bank’s BSA, AML and overarching risk management program.
• Hamid Hussain, President of Commercial and Real Estate Banking, has been promoted to President of the Bank. In his new role, Mr. Hussain will have responsibility for the overall strategy, goals and execution of the Bank’s client-facing teams outside the retail branches.
• Ido Dotan, General Counsel, has been promoted to Chief Administrative Officer of the Company and the Bank, in addition to his role as General Counsel. Mr. Dotan’s expanded responsibilities will include implementing and facilitating organizational efficiency and coordination across all administrative areas of the Bank.
A copy of the press release issued by the Company on December 19, 2022, announcing the various appointments and retirement described in Item 5.02 and this Item 8.01, is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
99.1 Banc of California, Inc. Press Release dated December 19, 2022
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| BANC OF CALIFORNIA, INC. |
|---|
December 19, 2022
| /s/ Ido Dotan |
|---|
| Ido Dotan |
| Executive Vice President, General Counsel and<br>Corporate Secretary |
Document
Press Release
Banc of California Announces Executive Promotions and a Retirement
Company Release – 12/19/2022
SANTA ANA, Calif.--(BUSINESS WIRE)--Banc of California, Inc. (NYSE: BANC) (the “Company”), the holding company for Banc of California, N.A. (the “Bank”), today announced the promotions of several senior executives effective January 1, 2023. The Company also announced the retirement of Lynn Sullivan as the Company’s Executive Vice President and Chief Risk Officer, effective as of year-end, following a distinguished career in banking and exceptional service to the Bank. Ms. Sullivan will serve as a consultant to the Bank for a six-month transition period.
“On behalf of the Board of Directors and the entire Banc of California team, I would like to express my gratitude to Lynn for her invaluable contributions to the Bank over the past four years. We wish her every success in her retirement from banking,” said Jared Wolff, the Company’s President and CEO. “I am also delighted to share the promotions of four current leaders of our organization in recognition of their exceptional performance. These leaders have and will continue to play instrumental roles in the growth of our Company.”
The executive promotions announced by the Company are as follows:
•John Sotoodeh, Chief Operating Officer of the Bank, has been promoted to Chief Operating Officer of the Company and the Bank. In his role as COO of the Company, Mr. Sotoodeh will oversee a broad range of services across the Company, including our operations, technology and payments platforms, along with other key strategic initiatives.
•Hamid Hussain, President of Commercial and Real Estate Banking, has been promoted to President of the Bank. In his new role, Mr. Hussain will have responsibility for the overall strategy, goals and execution of the Bank’s client-facing teams outside the retail branches, expanding our client-base and growing loan and deposit relationships.
•Ido Dotan, General Counsel of the Company and the Bank, has been promoted to Chief Administrative Officer of the Company and the Bank, in addition to his role as General Counsel. Mr. Dotan’s expanded responsibilities will include implementing and facilitating organizational efficiency and coordination across all administrative areas of the Bank.
•Olivia Lindsay, Deputy Chief Risk Officer, has been promoted to Chief Risk Officer of the Company and the Bank upon Ms. Sullivan’s retirement. In her new role as CRO, Ms. Lindsay will oversee the Enterprise Risk Management organization and have responsibility for the Bank’s BSA, AML and overarching risk program.
About Banc of California, Inc.
Banc of California, Inc. (NYSE: BANC) is a bank holding company with $9.4 billion in assets at September 30, 2022 and one wholly-owned banking subsidiary, Banc of California, N.A. (the Bank). The Bank has 34 offices including 28 full-service branches located throughout Southern California. Through our dedicated professionals, we provide customized and innovative banking and lending solutions to businesses, entrepreneurs and individuals throughout California, and full stack payment processing solutions through our subsidiary Deepstack Technologies. We help to improve the communities where we live and work, by supporting organizations that provide financial literacy and job training, small business support and affordable housing. With a commitment to service and to building enduring relationships, we provide a higher standard of banking. We look forward to helping you achieve your goals. For more information, please visit us at www.bancofcal.com.
Contacts
Investor Relations Inquiries:
Banc of California, Inc.
(855) 361-2262
Jared Wolff, (949) 385-8700
Lynn Hopkins, (949) 265-6599