8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington D.C. 20549

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FORM 8-K

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Current report pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):

February 14, 2023

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(Exact name of registrant as specified in its charter)

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California	0-10661	94-2792841
(State or other jurisdiction of<br>incorporation or organization)	(Commission File No.)	(I.R.S. Employer<br>Identification No.)
63 Constitution Drive	Chico,	California	95973
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(Address of principal executive offices)			(Zip Code)

Registrant’s telephone number, including area code: (530) 898-0300

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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))
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Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading<br>Symbol(s)	Name of each exchange<br>on which registered
Common Stock, no par value	TCBK	Nasdaq

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 7.01 Regulation FD Disclosure

Website Posting Concerning Internal Network and Operations

On February 14, 2023, Tri Counties Bank (the “Bank”), the subsidiary of TriCo Bancshares (the “Company”), posted information on its website concerning a cybersecurity incident and its response. A copy of the posting is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

As more facts become known, subsequent updates are planned to be provided and made accessible via the Bank's website at www.tcbk.com.

Investor Presentation

Certain members of the Company's executive management team plan to be in attendance at the 30th Annual Winter Financial Services Conference hosted by Keefe, Bruyette & Woods on February 15 - 17, 2023. The attending executive officers of the Company intend to use the materials filed herewith, in whole or in part, in one or more presentations, discussions or meetings with investors.

The information furnished with this Item 7.01, including Exhibits 99.1 and 99.2, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any other filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

99.1     Website Posting Concerning Internal Network and Operations dated February 14, 2023

99.2    Investor Presentation (incorporated by reference to Exhibit 99.2 to TriCo’s Current Report on Form 8-K filed with the Commission on January 25, 2023)

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 thereunto duly authorized.

	TRICO BANCSHARES
Date: February 14, 2023	/s/ Peter G. Wiese
	Peter G. Wiese, Executive Vice President and Chief Financial Officer
	(Principal Financial and Accounting Officer)

Document

Exhibit 99.1

As of February 14, 2023 at 1 AM.

We are providing an update on a recent cybersecurity incident. After detecting unusual activity in our network environment, we shut down our networked systems in order to maintain a safe and secure banking environment. As a result, several of our internal bank systems are offline, including email, telephones, and our Customer Service/Call Center. We recognize that this may have caused inconvenience and difficulty for you, and we thank you for your patience as we work to restore all services as quickly as possible.

Tri Counties Bank is currently working to determine the scope of the event, including impact to any data or information maintained on internal bank systems. Our investigation remains ongoing.

Your account balances are unaffected. Your bank accounts are housed on a secure system that is separate from the Tri Counties Bank network environment impacted by this event. There is no evidence that your accounts were accessed or otherwise impacted.

We always encourage customers to monitor for and report any suspicious activity observed on their accounts. Please refer to the security page on our website for further information on how to protect your account.

Your business is very important to us. We are working tirelessly to restore access to all services as quickly as possible. We will provide additional updates as our systems and full operational capabilities are restored.

Current Service Status (as of February 14, 2023 at 1 AM):

Branches: All are open with regular business hours

Personal Mobile and Online Banking operating normally

Pavment Cards:

Debit Cards--operating normally

Credit Cards--operating normally

Business Services:

Trico Business Express operating normally

Trico Treasury Center operating normally

Remote Deposit Capture operating normally

ACH Originations--operating normally

International and Domestic Wire Originations operating normally

ATMs:

Tri Counties Bank ATMs--not available

Other ATMs, including surcharge-free MoneyPass ATMs--Debit Cards are operating normally for cash withdrawals and balance inquiries

Transaction Processing: Transactions are being processed, including those made using Mobile or Online Banking services or in branches, as well as credit and payment transactions received from other financial institutions, such as payroll and Social Security.

Loan Application Processing: Consult with your banker or Relationship Manager about the status of scheduled loan closings.

Customer Service / Call Center: Not available