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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K A
[X] Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934.
For the fiscal year ended 12/31/94
[_] Transition Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934. For the transition period___________to_____________
COMMISSION FILE NUMBER 2-78788
CALIFORNIA COMMERCIAL BANKSHARES
(Exact name of registrant as specified in its charter)
CALIFORNIA 93-3748495
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(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
4100 NEWPORT PLACE, NEWPORT BEACH, CALIFORNIA 92660
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (714) 863-2300
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes X No
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Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. No applicable.
The aggregate market value of voting stock held by non-affiliates of the
registrant was $7,482,998 on March 7, 1995, based on the average bid and asked
price of $5.25 share as reported on the National Daily Quotation Service "Pink
Sheets".
2,425,000
(Number of shares of Common Stock outstanding as of March 13, 1995)
The Exhibit Index is located on Page
The total number of sequentially numbered pages is
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ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.
The shares of the Company's Common Stock constitute the only class of voting
securities of the Company. As of March 13, 1995 there were 2,425,000 shares of
common stock outstanding an entitled to vote. As of March 13, 1995, there were
approximately 306 shareholders of record.
Set forth in the table on the following page is certain information regarding
persons who according to the Company's records own more than five percent of the
voting securities of the Company as of March 13, 1995, each director of the
Company and all directors and officers of the Company as a group.
Title Name and Address Amount and Nature Percent
of Beneficial of Beneficial of
Class Owner Ownership(1) Class
Common Stock *Phillip L. Bush 113,137(2) 4.9%
(no par value) 10061 Talbert Ave.
Fountain Valley, CA 92708
Common Stock *Michael J. Gertner 45,342(3) 1.9%
(no par value) 4340 Campus Drive, Ste. 100
Newport Beach, CA 92660
Common Stock *James W. Hamilton 73,244(3) 3.0%
(no par value) 695 Town Center Drive
Costa Mesa, CA 92626
Common Stock *Farrell G. Hinkle 129,095(4) 5.3%
(no par value) 2740 South Bristol
Santa Ana, CA 92704
Common Stock *William H. Jacoby 209,996(5) 8.5%
(no par value) 4100 Newport Place
Newport Beach, CA 92660
Common Stock *Robert McKay 528,503 21.8%
(no par value) 4100 Newport Place
Newport Beach, CA 92660
Common Stock *Mark H. Stuenkel 47,902(6) 1.9%
(no par value) 4100 Newport Place
Newport Beach, CA 92660
Common Stock All Directors and 1,229,571(7) 46.7%
(no par value) Officers as a Group
(19 in Number)
Common Stock Randall Rose & Co. 180,008 7.4%
(no par value) 635 Madison Ave.
New York, NY 1022
*Director of the Company
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ITEM 12. (CONTINUED)
(1) Except as otherwise indicated, each of the persons named in the table has
sole power to vote and dispose of his shares of the Company's Common Stock,
subject to community property laws where applicable.
(2) Includes 15,000 shares of the Company's Common Stock which may be purchased
on the exercise of stock options.
(3) Includes 17,447 shares of the Company's Common Stock which may be purchased
on the exercise of stock options.
(4) Includes 4,347 shares of the Company's Common Stock which may be purchased
on the exercise of stock options.
(5) Includes 34,455 shares of the Company's Common Stock which may be purchased
on the exercise of stock options.
(6) Includes 38,250 shares of the Company's Common Stock which may be purchased
on the exercise of stock options.
(7) Includes an aggregate of 205,446 shares of the Company's Common Stock which
may be purchased on the exercise of stock options.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.
The Bank has had, and expect to have in the future, banking transactions in the
ordinary course of its business with directors, principal shareholders and their
associates on the same terms, including interest rates and collateral securing
loans, as those prevailing at the time for comparable transations with
unaffiliated persons, and which do not involve more than a normal risk of
collectibility, nor present other unfavorable features.
Please refer to Note 7 (Borrowing Arrangements) of Item 8 (Financial Statements)
regarding the Support Agreement between a director/shareholder, Robert L.
McKay, and the Company, and the related compensations paid currently or which
will be paid in the future by the Company.
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
CALIFORNIA COMMERCIAL BANKSHARES
BY: /s/ William H. Jacoby
------------------------------------ May 11, 1995
WILLIAM H. JACOBY
PRESIDENT AND CHIEF EXECUTIVE OFFICER
Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following persons on behalf of the registrant and
in the capacities and on the date indicated:
/s/ Phillip L. Bush
- ---------------------------------------- May 11, 1995
PHILLIP L. BUSH
DIRECTOR/SECRETARY
/s/ Michael J. Gertner
- ---------------------------------------- May 11, 1995
MICHAEL J. GERTNER
DIRECTOR/TREASURER
/s/ James W. Hamilton
- ---------------------------------------- May 11, 1995
JAMES W. HAMILTON
DIRECTOR
/s/ Farrell G. Hinkle
- ---------------------------------------- May 11, 1995
FARRELL G. HINKLE
DIRECTOR
/s/ William H. Jacoby
- ---------------------------------------- May 11, 1995
WILLIAM H. JACOBY
DIRECTOR/PRESIDENT, C.E.O.
/s/ Robert L. McKay
- ---------------------------------------- May 11, 1995
ROBERT L. McKAY
DIRECTOR/CHAIRMAN OF THE BOARD
/s/ Mark H. Stuenkel
- ---------------------------------------- May 11, 1995
MARK H. STUENKEL
EXECUTIVE VICE PRESIDENT
/s/ Abdul S. Memon
- ---------------------------------------- May 11, 1995
ABDUL S. MEMON
PRINCIPAL FINANCIAL & ACCOUNTING OFFICER
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