SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) May 22, 1996 ------------------- MID-PENINSULA BANK - -------------------------------------------------------------------------------- (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) California 0-25034 77-0387041 - -------------------------------------------------------------------------------- (STATE OR OTHER (COMMISSION (I.R.S EMPLOYER JURISDICTION FILE NUMBER) IDENTIFICATION NO.) OF INCORPORATION) 420 Cowper Street; Palo Alto, CA 94301 - -------------------------------------------------------------------------------- (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE) REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE (415) 323-5150 --------------- None - -------------------------------------------------------------------------------- (FORMER NAME OR FORMER ADDRESS, IF CHANGED SINCE LAST REPORT.) ITEM 5 - OTHER EVENTS The annual meeting of the Shareholders of Mid-Peninsula Bancorp was held on May 22, 1996 at 5:00 p.m. in the lobby of Mid-Peninsula Bank. The company reported that there were 1,258,538 shares equaling 79% of the outstanding shares represented at the meeting. The Inspector of Elections certified that the number of shares of common stock voted in favor of the election of each person nominated as a Director represented a majority of the votes cast at the election and that they were, accordingly, elected directors of the company, each to serve until the respective successors of each has been elected and qualified. The Chairman then read the proposal listed in the proxy or on the ballots for consideration at the meeting. There were no nominees in opposition. Therefore, the following 15 incumbent Directors as recommended by Management were reelected: Lawrence A. Aufmuth Helen C. Leong John F Blokker George M. Marcus Allan F. Brown Duncan L. Matteson Owen D. Conley Donald H. Seiler Murray B. Dey Warren R. Thoits Donald L Hammond Bruce E. Van Alstyne David L. Kalkbrenner Edwin E. van Bronkhorst R. Hewlett Lee 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. MID-PENINSULA BANCORP Date: May 30,1996 /s/ David L. Kalkbrenner ------------------------- ------------------------------ David L. Kalkbrenner President and Chief Executive Officer (Principal Executive Officer) Date: May 30,1996 /s/ Carol H. Rowland ------------------------- ------------------------------ Carol H. Rowland First Vice President and Chief Financial Officer (Principal Financial and Accounting Officer