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: November 1, 2000
Sonoma Valley Bancorp
California 68-0454068
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(State or other (Commission (I.R.S. Employer
Jurisdiction of File Number) Identification No.)
Incorporation)
202 West Napa Street, Sonoma, California 95476
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (707) 953-3200
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Item 5. Other Events
Formation of Single Bank Holding Company
Sonoma Valley Bank's ("Bank") shareholders approved the Agreement and Plan
of Reorganization in furtherance of the Bank's plan to form a single-bank
holding company as part of its future strategic planning. The Bank obtained all
required consents and permits to effect the reorganization, and effective at the
close of business on October 31, 2000, the reorganization was consummated upon
filing of the certificate of merger with the California Secretary of State.
Following the reorganization, Sonoma Valley Bank owned 100% of the outstanding
shares of Bank.
Following the reorganization, each shareholder of the Bank became a
shareholder of Sonoma Valley Bancorp, and all future stock certificates issued
will be in the name of Sonoma Valley Bancorp. Also, effective at the opening of
the market on November 1, 2000, Sonoma Valley Bancorp began trading on the OTC
Bulletin Board under the new symbol "SBNK".
Sonoma Valley Bancorp will begin filing current and periodic reports with
the Securities and Exchange Commission, and quarterly and annual reports will be
reported on a consolidated basis. In the future, you may review a copy of Sonoma
Valley Bancorp's current and periodic reports at the Securities and Exchange
Commission's public reference room, and at the Securities and Exchange
Commission's regional offices located in Chicago, Illinois and New York, New
York. Please call the Commission at 1-800-SEC-0330 for further information on
the operation of the public reference rooms. Sonoma Valley Bancorp's filings can
also be reviewed by accessing the Commission's website at http://www.sec.gov.
The Bank previously filed current and periodic reports pursuant to the
Securities Exchange Act of 1934 with the Federal Deposit Insurance Corporation
("FDIC"), and you can obtain a copy of those filings by contacting the FDIC or
by contacting the Bank at (707) 935-3200; attention: Janice Freidig.
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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.
Sonoma Valley Bancorp
Dated: November 9, 2000 /s/ MEL SWITZER, JR.
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Mel Switzer,Jr. President