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): May 7, 2012

 

FIRST CALIFORNIA FINANCIAL GROUP, INC.

(Exact name of registrant as specified in its charter)

 

Commission File No. 000-52498

 

Delaware 38-3737811
(State or other jurisdiction of incorporation) (IRS Employer Identification No.)
   

3027 Townsgate Road, Suite 300

Westlake Village, CA

91361
(Address of principal executive offices) (Zip Code)
   
Registrant’s telephone number, including area code: (805) 322-9655

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))

 

 
 

Item 5.07 Submission of Matters to a Vote of Security Holders.

 

First California Financial Group, Inc. (the “Company”) held its annual meeting of stockholders on May 7, 2012 (the “Annual Meeting”). Votes representing 93.38% of the Company’s common stock were present in person or represented by proxy at the Annual Meeting.

 

The following are the voting results of each matter submitted to the Company’s stockholders at the Annual Meeting. The proposals below are described in detail in the Company’s definitive proxy statement for the Annual Meeting.

 

1)      The election of eight (8) nominees named in the definitive proxy statement to serve as director for a one-year term expiring at the 2013 annual meeting of stockholders or until their successors are duly elected and qualified (Proposal 1).

 

Nominee

 
 

For

 
 

Withheld 

 
 

Broker Non-Votes

 
Richard D. Aldridge   10,161,814   12,969,152   4,180,851
Donald E. Benson   14,173,403   8,957,563   4,180,851
John W. Birchfield   13,086,437   10,044,529   4,180,851
Joseph N. Cohen   13,071,890   10,059,076   4,180,851
Robert E. Gipson   13,079,294   10,051,672   4,180,851
Antoinette T. Hubenette, M.D.   10,137,467   12,993,499   4,180,851
C. G. Kum   13,047,166   10,083,800   4,180,851
Thomas Tignino   13,089,361   10,041,605   4,180,851

 

2) The ratification of the appointment of Moss Adams LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2012 (Proposal 2).

             
For   Against   Abstain   Broker Non-Votes
25,594,814   1,648,138   68,865   0

  

3) The approval of a non-binding advisory proposal on the Company’s executive compensation (Proposal 3).

             
For   Against   Abstain   Broker Non-Votes
9,662,881   10,003,447   3,464,638   4,180,851

 

Pursuant to the foregoing votes, the eight nominees listed above were elected to serve as directors, Proposal 2 was approved, and Proposal 3 was not approved.

A nationally-recognized third-party proxy advisory firm recommended that stockholders vote “FOR” approval of Proposal 3.

 
 

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.

 

 

    FIRST CALIFORNIA FINANCIAL GROUP, INC.
     
Dated:  May 10, 2012   By: /s/  Romolo Santarosa
    Name: Romolo Santarosa
    Title: Senior Executive Vice President, Chief Operating Officer/Chief Financial Officer