UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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): November 19, 2007
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TEMECULA VALLEY BANCORP INC.
(Exact name of Registrant as specified in its charter)
California 46-0476193
(State or other (Commission (I.R.S. Employer
jurisdiction of incorporation) File Number) Identification Number)
27710 Jefferson Avenue
Suite A100
Temecula, California 92590
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: (951) 694-9940
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:
|_| 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))
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Item 1.01 - Entry into a Material Definitive Agreement.
David Bartram, 51, has been appointed President of the SBA Division of
Temecula Valley Bank ("Bank"), the principal subsidiary of Temecula Valley
Bancorp Inc. ("Company") (NASDAQ: TMCV). Mr. Bartram will begin his employment
on January 7, 2008 pursuant to an employment agreement that provides an annual
base salary of $390,000, subject to annual merit increases. For 2008, Mr.
Bartram will receive a pro rata incentive bonus equal to the greater of $300,000
or 4% of the net income solely attributable to the Bank's SBA Division, before
income taxes and corporate administrative charges ("Net Operating Earnings").
After 2008, the incentive bonus will equal the lesser of 4% of Net Operating
Earnings or 200% of base salary. Mr. Bartram will receive an option to purchase
40,000 shares of the Company's common stock at fair market value on date of
grant, a $1,000 per month car allowance, participation in group medical and
other benefit plans offered to other similarly titled employees of the Bank and
a salary continuation plan of $100,000 annually at age 65 for up to 15 years, if
eligible.
Upon termination without cause, Mr. Bartram is entitled to receive 12
months base salary paid over 12 months. Upon a change in control, Mr. Bartram's
unvested options will vest.
Prior to joining the Bank, Mr. Bartram served as manager of the SBA
division of U.S. Bank and before Bank of Commerce was acquired by U.S. Bank in
1999, he was the head of the SBA division of the Bank of Commerce, starting
there in 1984. Mr. Bartram is serving a three-year term as chairman of the board
of directors of the National Association of Government of Guaranteed Lenders
("NAGGL"), a national trade organization representing 80% of all SBA lenders
nationwide. He is also a former vice chairman of NAGGL's government relations
and technical issues committee.
Item 9.01 - Financial Statements and Exhibits.
Exhibit No. Description
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10.1 Bartram Employment Agreement
SIGNATURE
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.
TEMECULA VALLEY BANCORP INC.
Date: November 19, 2007 By: /s/ STEPHEN H. WACKNITZ
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Stephen H. Wacknitz
Chief Executive Officer and
President