8-K

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

Date of Report   October 30, 2023

(Date of Earliest event reported)

FIRST NORTHERN COMMUNITY BANCORP

(Exact name of registrant as specified in its charter)

(707) 678-3041

(Registrant’s telephone number, including area code)

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. \[ \]

ITEM ITEM 5.02  DEPARTURE OF DIRECTOR OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.

(b)  On October 30, 2023, First Northern Community Bancorp (the "Company") announced that Joe Danelson, who joined the Company in 2015 and has served as Executive Vice President and Chief Credit Officer of the Company since January 2015, has decided to retire, effective March 31, 2024.  A search committee has been formed to identify a successor.

A copy of the press release announcing Mr. Danelson’s intention to retire as Executive Vice President and Chief Credit Officer of the Company is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(c) Exhibits

99.1 Earnings Press Release, dated October 30, 2023

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.

EXHIBIT INDEX

EXHIBIT 99.1

PRESS RELEASE

FOR IMMEDIATE RELEASE

Contact:        Kimberly A. DeBra                                                                                                                       October 30, 2023

EVP/Chief Communications Officer

FIRST NORTHERN BANK

P.O. Box 547

Dixon, California

(707) 678-3041

T. Joe Danelson, Executive Vice President/

    Chief Credit Officer, Retiring March 31, 2024

Jeremiah Z. Smith, President & Chief Executive Officer of First Northern Bank, today announced that T. “Joe” Danelson, 65, is retiring as Executive Vice President/Chief Credit Officer effective March 31, 2024.  Joe joined First Northern Bank in January of 2015 and he has been instrumental in his leadership role in growing the Company from $540 million in total loans to over $1 billion today.

Joe has had a distinguished 42-year banking career working for both large and small banks.  His broad experience, credit expertise and business acumen will be deeply missed.  In the 10 years Joe has been with the Bank, he has transformed the credit culture to help First Northern reach even new heights.  Joe’s impact will continue to accrue benefits well into the future. We wish Joe nothing but the best in the future and thank him for his service to the Bank.

“My journey with First Northern Bank has been incredibly rewarding, spanning 10 years of dedication and commitment to our vision of being the most admired community bank in Northern California,” Joe explained.

“It has been an honor to work alongside such a talented and dedicated team, and I am grateful for the opportunities and experiences I have gained during my time here.  While I will miss the daily interactions and challenges that come with my role, I am looking forward to new adventures and spending more time with my family.”

The Bank has engaged McDermott & Bull to conduct an executive search to fill the position of Executive Vice President/Chief Credit Officer.

– more –

About First Northern Bank

First Northern Bank, an independent community bank headquartered in Solano County since 1910, serves Solano, Yolo, Sacramento, Placer, Glenn, Colusa and the west slope of El Dorado County. First Northern has fourteen branches located in Dixon, Davis, West Sacramento, Fairfield, Vacaville, Winters, Woodland, Sacramento, Rancho Cordova, Roseville, Auburn, Colusa, Willows and Orland. The Bank has a commercial lending office in Walnut Creek. First Northern Bank also offers real estate mortgage loans, SBA Loans (Preferred Lender), and non-FDIC insured Investment and Brokerage Services at each branch location. In addition, the Bank has a Real Estate Mortgage Loan office located in Davis, and real estate loan representatives are available to meet customers at any of the Bank’s branches by appointment. The Bank specializes in relationship banking and employs experts in the area of small business, commercial, agribusiness, and real estate lending, as well as wealth management, and is rated as a “Super Premier Performing Bank” by The Findley Group, “Superior” 5-Star Bank by BauerFinancial Inc. and Green 3-Star Bank by Veribanc. The Bank can be found at thatsmybank.com, on Facebook and on LinkedIn.

Forward-Looking Statements

This press release may include certain "forward-looking statements" about First Northern Community Bancorp (the "Company"). These forward-looking statements are based on management's current expectations and are subject to certain risks, uncertainties and changes in circumstances. Actual results may differ materially from these expectations due to changes in global political, economic, business, competitive, market and regulatory factors. More detailed information about these risk factors is contained in the Company's most recent reports filed with the Securities and Exchange Commission on Forms 10-K, 10-Q and 8-K, each as it may be amended from time to time, which identify important risk factors that could cause actual results to differ materially from those contained in the forward-looking statements. The financial information contained in this release should be read in conjunction with the consolidated financial statements and notes thereto included in the Company's most recent reports on Form 10-K and Form 10-Q. The Company undertakes no obligation to update these forward-looking statements to reflect events or circumstances arising after the date on which they are made. For further information regarding the Company, please read the Company's reports filed with the SEC and available at www.sec.gov.