Form 8-K - Current report

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): January 15, 2025

PLUMAS BANCORP

(Exact name of registrant as specified in its charter)

California		000-49883		75-2987096
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

5525 Kietzke Lane, Suite 100, Reno, Nevada		89511
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (775) 786-0907

Not Applicable

(Former name or former address, if changed since last report.)

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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging Growth Company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock	PLBC	NASDAQ Capital Market

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On January 15, 2025, the Board of Directors of Plumas Bancorp (the “Company”) appointed Kevin Foster to serve as a director of the Company. Mr. Foster was also appointed to serve as a member of the Board of Directors of the Company’s wholly-owned subsidiary, Plumas Bank (the “Bank”). The Board of Directors has not yet appointed Mr. Foster to any committees of the Company’s Board of Directors.

As a director of the Company, Mr. Foster will receive the standard compensation received by non-employee directors, which compensation was last described in the Company’s Definitive Proxy Statement filed with the Securities and Exchange Commission on April 4, 2023 and is incorporated by reference into this report.

A copy of the Company’s press release announcing Mr. Foster’s appointment to the Board of Directors of the Company is attached hereto as Exhibit 99.1 and the information contained therein is incorporated by reference herein.

Item 9.01 Exhibits

Number		Description
99.1		Press Release dated January 17, 2025
104		Cover Page Interactive Data File

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.

	Plumas Bancorp (Registrant)

January 17, 2025	By:	/s/ Richard L. Belstock

		Name: Richard L. Belstock
		Title: Chief Financial Officer

EXHIBIT INDEX

Number		Description
99.1		Press Release dated January 17, 2025
104		Cover Page Interactive Data File

Exhibit 99.1

Contact:

Jamie Huynh

AVP, Assistant Corporate Secretary

and Investor Relations Coordinator

Plumas Bank

Ph: 530.283.7305 ext. 8908

jamie.huynh@plumasbank.com

Kevin Foster Appointed to Plumas Bancorp Board of Directors

RENO, Nev., Jan. 17, 2025—Plumas Bancorp (Nasdaq:PLBC), the bank holding company and the parent company of Plumas Bank, recently announced the appointment of Kevin Foster to its Board of Directors, effective January 15, 2025. Foster retired in 2023 after a distinguished 40-year career in banking and technology. His most recent position was at Ernst & Young, one of the largest professional services organizations in the world. His expertise lies in various aspects of banking including lending, technology, cybersecurity, data, consulting, and sales, with a focus on driving transformation, efficiency, and compliance. Foster holds a Bachelor of Science degree in Finance from San Jose State University.

Director, President and Chief Executive Officer of Plumas Bancorp and Plumas Bank, Andrew J. Ryback, remarked, “We are delighted to welcome Kevin to the board. His fresh ideas and valuable insights will be instrumental as we continue to enhance our banking products and services, support our communities, and deliver significant shareholder value.”

Foster expressed his enthusiasm, stating, “I am honored to join the Plumas Bancorp Board of Directors. I firmly believe in the value of community banking and look forward to collaborating with a talented board dedicated to enhancing the client experience and serving our communities. Plumas Bank’s 45-year legacy is impressive, and I am proud and eager to contribute to its success.”

Foster splits his time between residences at Lake Tahoe and the Bay Area. He served on the board of Junior Achievement and volunteers at Glide Memorial in San Francisco. Foster has served on the boards of multiple homeowner associations and led his community to become a Firewise USA recognition site in Homewood, Calif.

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About Plumas Bancorp and Plumas Bank

Plumas Bank is a subsidiary of Plumas Bancorp (NASDAQ: PLBC), a bank holding company headquartered in Reno, Nev. Plumas Bank is a locally managed, award-winning community bank founded in 1980 and headquartered in Quincy, Calif. With 15 branch offices in Northeastern California and Northern Nevada, and loan production offices in California and southern Oregon, Plumas Bank is one of the top performing community banks in the country with an asset size exceeding $1.6 billion. For more information regarding Plumas Bancorp and Plumas Bank, visit plumasbank.com. Plumas Bank – Member FDIC and Equal Housing Lender

Document And Entity Information	Jan. 15, 2025
Document Information [Line Items]
Entity, Registrant Name	PLUMAS BANCORP
Document, Type	8-K
Document, Period End Date	Jan. 15, 2025
Entity, Incorporation, State or Country Code	CA
Entity, File Number	000-49883
Entity, Tax Identification Number	75-2987096
Entity, Address, Address Line One	5525 Kietzke Lane, Suite 100
Entity, Address, City or Town	Reno
Entity, Address, State or Province	NV
Entity, Address, Postal Zip Code	89511
City Area Code	775
Local Phone Number	786-0907
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity, Emerging Growth Company	false
Title of 12(b) Security	Common Stock
Trading Symbol	PLBC
Security Exchange Name	NASDAQ
Amendment Flag	false
Entity, Central Index Key	0001168455