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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 (Date of earliest event reported): August 20, 2025
California BanCorp \ CA
CALIFORNIA
BANCORP
(Exact
name of registrant as specified in its charter)
| California |
|
001-41684 |
|
84-3288397 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File
Number) |
|
(IRS
Employer
Identification
Number) |
| 12265
El Camino Real, Suite 210 |
|
|
| San
Diego, California |
|
92310 |
| (Address
of Principal Executive Offices) |
|
(Zip
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
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)) |
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 |
|
BCAL |
|
The
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
5.02. |
Departure
of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On
August 20, 2025, Richard Martin resigned from the Board of Directors of California BanCorp (the “Company”) and its wholly-owned
subsidiary, California Bank of Commerce, N.A. The decision of Mr. Martin to resign was not the result of any disagreement with the Company
on any matter relating to the Company’s operations, policies or practices.
Effective
upon Mr. Martin’s resignation as a director, the size of the Company’s Board of Directors was reduced from twelve to eleven.
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.
| |
CALIFORNIA
BANCORP |
| |
|
| Date:
August 22, 2025 |
By: |
/s/
Steven E. Shelton |
| |
|
Steven
E. Shelton |
| |
|
Chief
Executive Officer |
