UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 reported) January 4, 2007
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American River Bankshares
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(Exact name of registrant as specified in its chapter)
California 0-31525 68-0352144
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(State or other jurisdiction (Commission (IRS Employer
Of incorporation) File Number) Identification No.)
3100 Zinfandel Drive, Suite 450, Rancho Cordova, California 95670
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (916) 231-6700
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Check the appropriate box below if the Form 8-K is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
[ ] Written communication pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Solicitation 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))
Page 1 of 54 Pages
The Index to Exhibits is on Page 3
Item 5.02. Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers; Compensatory Arrangements of
Certain Officers.
On January 3, 2007, the registrant entered into Salary Continuation Agreements
with Kevin B. Bender, Gregory N. Patton, and Raymond F. Byrne (the "Salary
Continuation Agreements"). The Salary Continuation Agreements provide for
retirement benefits in the amount of $50,000 per year for Mr. Bender and Mr.
Patton and $30,000 per year for Mr. Byrne. The payments are to be made for ten
(10) years and are to begin upon retirement from the Company. The Salary
Continuation Agreements vest at a rate of five (5) percent per annum. The Salary
Continuation Agreements further provide for acceleration of a portion of the
vesting in the event of a "change in control" as defined in the Salary
Continuation Agreements, and subject to certain conditions. In addition, on
January 3, 2007, the registrant modified the existing Salary Continuation Plans
(the "Modifications") for David T. Taber, Mitchell A. Derenzo, and Douglas E.
Tow. The Modifications add vesting provisions to the existing Salary
Continuation Agreements between the company and Messrs. Taber, Derenzo, and Tow.
The retirement benefits remain the same. The vesting provision for Mr. Taber is
eight (8) percent per annum and the vesting provision for Mr. Derenzo and Mr.
Tow is five (5) percent per annum.
The foregoing description is qualified by reference to the Salary Continuation
Agreements attached as Exhibit 99.1 through Exhibit 99.3 and the Modifications
attached as Exhibit 99.4 through Exhibit 99.6.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits
(99.1) Salary Continuation Agreement between American River Bank and
Kevin B. Bender.
(99.2) Salary Continuation Agreement between American River Bank and
Gregory N. Patton.
(99.3) Salary Continuation Agreement between American River Bank and
Raymond F. Byrne.
(99.4) Modification of Salary Continuation Agreement between American
River Bankshares and David T. Taber.
(99.5) Modification of Salary Continuation Agreement between American
River Bank and Douglas E. Tow.
(99.6) Modification of Salary Continuation Agreement between American
River Bank and Mitchell A. Derenzo.
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.
AMERICAN RIVER BANKSHARES
/s/ MITCHELL A. DERENZO
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January 4, 2007 Mitchell A. Derenzo, Chief Financial Officer
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INDEX TO EXHIBITS
Exhibit No. Description Page
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99.1 Salary Continuation Agreement between
American River Bank and Kevin B. Bender. 4-16
99.2 Salary Continuation Agreement between
American River Bank and Gregory N. Patton. 17-29
99.3 Salary Continuation Agreement between
American River Bank and Raymond F. Byrne. 30-42
99.4 Modification of Salary Continuation Agreement
between American River Bankshares and
David T. Taber. 43-46
99.5 Modification of Salary Continuation Agreement
between American River Bank and Douglas E. Tow. 47-50
99.6 Modification of Salary Continuation Agreement
between American River Bank and Mitchell A.
Derenzo. 51-54
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