8-K - BCAL - Equibles

UNITED

STATES

SECURITIES

AND EXCHANGE COMMISSION

Washington,

D.C. 20549

FORM

8-K

CURRENT

REPORT

Pursuant

to Section 13 or 15(d) of the

Securities

Exchange Act of 1934

Dateof Report (Date of earliest event reported): July 26, 2023

SOUTHERN

CALIFORNIA BANCORP

(Exact name of registrant as specified in its charter)

California	001-41684	84-3288397
(State<br> or other jurisdiction<br><br> <br>of<br> incorporation)	(Commission<br><br> <br>File<br> Number)	(IRS<br> Employer<br><br> <br>Identification<br> No.)
12265 El Camino Real, Suite 210
---	---
San Diego, California	92310
(Address<br> of principal executive offices)	(Zip<br> Code)

(844)265-7622

(Registrant’s telephone number, including area code)

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:

☐	Written<br> communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting<br> material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement<br> communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement<br> communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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<br> Stock	BCAL	The<br> Nasdaq Stock Market LLC

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. ☒

Item 5.07 Submission of Matters to a Vote of Security Holders

On July 26, 2023, Southern California Bancorp (the “Company”) held its 2023 Annual Meeting of Shareholders (the “Annual Meeting”). The voting results of the Annual Meeting are set forth below.

ProposalI Election of ten directors:

The Company’s directors are elected based on the candidates receiving the highest number of votes of the shares entitled to vote in the election, up to the number of directors to be elected (ten). Accordingly, the following ten director nominees were elected, each for a term of one year:

	For	Withheld	Broker Non-Votes
Frank<br> D. Di Tomaso	14,361,457	4,774	1,509,628
John<br> Farkash	14,364,894	1,337	1,509,628
Irwin<br> Golds	14,363,269	2,962	1,509,628
Lester<br> Machado	14,312,478	53,753	1,509,628
Richard<br> Martin	14,363,269	2,962	1,509,628
David<br> I. Rainer	14,363,269	2,962	1,509,628
Kaveh<br> Varjavand	14,363,268	2,963	1,509,628
David<br> Volk	14,363,269	2,962	1,509,628
Anne<br> Williams	14,300,807	65,424	1,509,628
Anita<br> Wolman	14,328,756	37,475	1,509,628

ProposalII Ratification of the selection of Eide Bailly LLP as the Company’s independent registered public accounting firm forthe year ending December 31, 2023:

The vote required to approve this proposal was the affirmative vote of a majority of the shares represented at the Annual Meeting. Accordingly, this proposal was approved with the following vote:

For	Against	Abstain	Broker Non Votes
15,875,842	16	1	0

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.

	SOUTHERN<br> CALIFORNIA BANCORP
Date:<br> July 27, 2023	By:	/s/ MANISHA K. MERCHANT
		Manisha<br> K. Merchant
		Executive<br> Vice President, General Counsel and<br><br> <br>Corporate<br> Secretary