UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-K/A
AMENDMENT NO. 1 to:
(Mark One)
[X] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the Fiscal Year ended December 31, 1997
OR
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the Transition period from __________ to ___________
Commission File Number 0-11771
SJNB Financial Corp.
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(Exact name of registrant as specified in its charter)
California 77-0058227
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
ONE NORTH MARKET STREET, SAN JOSE, CALIFORNIA 95113
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number (408) 947-7562
Securities registered pursuant to Section 12(b)of the Exchange Act: NONE
Securities registered pursuant to Section 12(g)of the Exchange Act:
Common Stock, no par value
- --------------------------------------------------------------------------------
(Title of class)
Indicate by check mark whether the registrant (1) 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 ___
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. [ ]
The aggregate market value of the voting and non-voting common equity held by
non-affiliates of the registrant, based on a market value of $40.00 per share
(the closing price of the Common Stock, as of June 24, 1998) was $78,542,136.
Number of shares of common stock outstanding as of June 24, 1998: 2,470,500
shares.
Documents incorporated by reference:
Meeting of Shareholders (to be filed pursuant to Regulation 14A) are
incorporated by reference into Part III of this Report.
SJNB Financial Corp. ("the Corporation") hereby files its Annual Report on Form
10-K for the year ended December 31, 1997, to include Restated Financial Data
Schedules for the years ended December 31, 1997, 1996 and 1995, and for the
first second and third quarters of 1996 and 1997. The Amendment is a result of
the Corporation's adoption of Statement of Financial Accounting Standards No.
128, "Earnings Per Share."
Accordingly, the undersigned registrant hereby files the following exhibits as
set forth in the pages attached hereto:
Exhibit 27 Financial Data Schedule Restated for the Years ended
December 31,1997, December 31, 1996 and December 31, 1995.
Exhibit 27.1 Financial Data Schedule Restated for the periods ended
March 31, 1996, June 30, 1996 and September 30, 1996.
Exhibit 27.2 Financial Data Schedule Restated for the periods ended
March 31, 1997, June 30, 1997 and September 30, 1997.
Pursuant to the requirements of Section 13 or 15(d) of the Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
Date: June 29, 1998 SJNB Financial Corp.
By: S/J.R. Kenny By: S/E.E. Blakeslee
James R. Kenny Eugene E. Blakeslee
President and Chief Executive Vice President &
Executive Officer Chief Financial 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 dates indicated.
S/J.R. Kenny
James R. Kenny
President, Chief Executive Officer
and Director
June 29, 1998
S/E.E. Blakeslee
Eugene E. Blakeslee
Executive Vice President and
Chief Financial Officer and
Chief Accounting Officer
June 29, 1998
S/R.S. Akamine
Ray S. Akamine, Director
June 29, 1998
S/R.A. Archer
Robert A. Archer
Chairman and Director
June 29, 1998
S/A.V. Bruno
Albert V. Bruno, Director
June 29, 1998
S/R. Diridon
Rod Diridon, Director
June 29, 1998
S/F.J. Gorry
F. Jack Gorry, Director
June 29, 1998
S/A.K. Lund
Arthur K. Lund, Director
June 29, 1998
S/L. Oneal
Louis Oneal, Director
June 29, 1998
S/D. Rubino
Diane Rubino, Director
June 29, 1998
S/D.L. Shen
Douglas L. Shen, Director
June 29, 1998
S/G.S. Vandeweghe
Gary S. Vandeweghe, Director
June 29, 1998
<PAGE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
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<LEGEND>
This schedule contains summary financial information extracted from the Form
10-KSB for the years ended December 31, 1995 and December 31, 1996 and Form 10-K
for the year ended December 31, 1997, and is qualified in its entirety by
reference to such financial statements and accompanying disclosures.
</LEGEND>
</TABLE>
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<ARTICLE> 9
<LEGEND>
This schedule contains summary financial information extracted from the Form
10-QSB for quarters ended March 31, 1996, June 30, 1996, September 30, 1996, and
is qualified in its entirety by reference to such financial statements and
accompanying disclosures.
</LEGEND>
<CURRENCY> US Dollars
<MULTIPLIER> 1,000
<S> <C> <C> <C>
<PERIOD-TYPE> 3-mos 6-mos 9-mos
<FISCAL-YEAR-END> Dec-31-1996 Dec-31-1996 Dec-31-1996
<PERIOD-START> Jan-01-1996 Jan-01-1996 Jan-01-1996
<PERIOD-END> Mar-31-1996 Jun-30-1996 Sep-30-1996
<EXCHANGE-RATE> 1 1 1
<CASH> 13,941 17,015 16,568
<INT-BEARING-DEPOSITS> 0 0 0
<FED-FUNDS-SOLD> 2,000 0 1,500
<TRADING-ASSETS> 0 0 0
<INVESTMENTS-HELD-FOR-SALE> 48,190 48,040 55,964
<INVESTMENTS-CARRYING> 15,264 15,448 15,316
<INVESTMENTS-MARKET> 15,375 15,506 15,408
<LOANS> 179,554 188,305 191,084
<ALLOWANCE> 3,859 4,021 3,998
<TOTAL-ASSETS> 267,358 276,758 288,182
<DEPOSITS> 203,737 213,176 229,755
<SHORT-TERM> 31,567 31,767 25,256
<LIABILITIES-OTHER> 5,025 3,707 3,500
<LONG-TERM> 0 0 0
0 0 0
0 0 0
<COMMON> 19,711 19,897 20,170
<OTHER-SE> 7,318 8,211 9,501
<TOTAL-LIABILITIES-AND-EQUITY> 267,358 276,758 288,182
<INTEREST-LOAN> 4,914 9,979 15,199
<INTEREST-INVEST> 938 1,942 2,986
<INTEREST-OTHER> (2) (5) (7)
<INTEREST-TOTAL> 5,850 11,916 18,178
<INTEREST-DEPOSIT> 1,483 3,109 4,796
<INTEREST-EXPENSE> 1,929 3,976 6,010
<INTEREST-INCOME-NET> 3,921 7,940 12,168
<LOAN-LOSSES> 20 50 100
<SECURITIES-GAINS> 0 (79) (146)
<EXPENSE-OTHER> 2,473 4,813 7,236
<INCOME-PRETAX> 1,688 3,510 5,447
<INCOME-PRE-EXTRAORDINARY> 1,688 3,510 5,447
<EXTRAORDINARY> 0 0 0
<CHANGES> 0 0 0
<NET-INCOME> 959 2,003 3,123
<EPS-PRIMARY> .40 .82 1.27
<EPS-DILUTED> .37 .77 1.19
<YIELD-ACTUAL> .067 .065 .067
<LOANS-NON> 235 428 615
<LOANS-PAST> 246 17 0
<LOANS-TROUBLED> 0 0 0
<LOANS-PROBLEM> 0 0 0
<ALLOWANCE-OPEN> 3,847 3,847 3,847
<CHARGE-OFFS> 176 186 341
<RECOVERIES> 118 260 342
<ALLOWANCE-CLOSE> 3,859 4,021 3,998
<ALLOWANCE-DOMESTIC> 3,601 3,473 3,471
<ALLOWANCE-FOREIGN> 0 0 0
<ALLOWANCE-UNALLOCATED> 258 548 527
</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
<TABLE> <S> <C>
<ARTICLE> 9
<LEGEND>
This schedule contains summary financial information extracted from the Form
10-Q for the quarters ended March 31, 1997, June 30, 1997 and September 30, 1997
and is qualified in its entirety by reference to such financial statements and
accompanying disclosures.
</LEGEND>
</TABLE>
