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): June 9, 2020

COMMUNITY WEST BANCSHARES
(Exact name of registrant as specified in its charter)

California
000-23575
77-0446957
(State or other jurisdiction of incorporation or organization)
(Commission File Number)
(I.R.S. Employer Identification No.)

445 Pine Avenue, Goleta, California
 
93117
(Address of principal executive offices)
 
(Zip code)

(805) 692-5821
(Registrant's telephone number, including area code)

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 (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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). 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
CWBC
NASDAQ


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

(c)
Appointment of New Principal Officer

Community West Bancshares (Company) announced the promotion of William F. Filippin to serve as Executive Vice President and Chief Credit Officer and Chief Administrative Officer of the Company’s wholly-owned subsidiary, Community West Bank N.A. commencing on June 9, 2020.  A copy of the press release announcing Mr. Filippin’s promotion is filed herewith as Exhibit 99.1.

Mr. Filippin has been with the Company since June 2015 as its Executive Vice President and Chief Banking Officer.  Prior to joining the Company, Mr. Filippin served with Heritage Oaks Bank (and Mission Community Bank until it was merged into Heritage Oaks Bank in February 2014) as Market Area President from March 2012 to May 2015; Executive Vice President and Chief Credit Officer from August 2010 to March 2012 during the last recession; and Senior Vice President and Credit Administrator from April 2009 to August 2010.

There has been no transactions, involving any relationship between the Company and Mr. Filippin involving an amount that will exceed $120,000 (a “related party transaction”) other than regarding his current compensation arrangements discussed below.

There are no family relationships between Mr. Filippin and any of the directors and executive officers of the Company.

(e)
Compensatory Arrangements of Principal Officer

Mr. Filippin has an employment contract, effective June 1, 2015 with an annual base salary as of June 1, 2020 of $276,040. In addition, he has a deferred compensation account established and maintained at CWB for his benefit.  Also, the Company will credit 1% per month of his annual salary during the term of his employment.  Monthly interest credits will be earned throughout the term of the agreement at the then-current CWB three-year certificate of deposit rate.  No funds in this account will vest prior to the date Mr. Filippin attains age 65, and normal payments will not commence until such time as Mr. Filippin attains age 66, whether or not he is employed by the Company.  In the event of a change of control, the total amount credited to this account will become fully vested.
 
Mr. Filippin’s contract specifies that, in the event of termination without cause, he would continue to receive salary and benefits plus deferred compensation for a period of three months.  Also, the contract contains a change of control (as defined) clause whereby, if he is terminated within one year following such event, he would be entitled to base salary and benefits for a period of one year.  Mr. Filippin is also eligible for an annual bonus which is determined by the Board in its sole discretion.
 
Mr. Filippin also has a Salary Continuation Agreement, effective as of September 28, 2018.  Upon separation from service after normal retirement age, he will receive $750,000 in $50,000 payments over a 15-year period commencing the month following his separation from service.  No funds in this account will vest prior to the date Mr. Filippin attains age 65.  If early involuntary termination without cause occurs, he will be paid 100% of the accrued benefit in one lump sum.  If early involuntary termination with cause occurs he receives no benefit.  Also, in the event of disability prior to normal retirement age, he will be paid 100% of the accrued benefit in lieu of any other benefit hereunder, paid in 180 equal monthly installments.

Item 9.01
Financial Statements and Exhibits

(a)
Financial statements. – not applicable
(b)
Pro forma financial statements. – not applicable
(c)
Shell Company Transactions. – not applicable
(d)
Exhibits

The following exhibit is being furnished herewith:

Press Release dated June 9, 2020 titled “Community West Bank Promotes Filippin, Schwabecher and Bietz”

SIGNATURES
 
Pursuant to the requirement of the Securities 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 10, 2020

 
COMMUNITY WEST BANCSHARES
   
 
By:
/s/Susan C. Thompson
 
   
Susan C. Thompson
 
   
Executive Vice President and CFO


Exhibit 99.1


Contact: Martin E. Plourd, President and CEO
(805) 692-4382

Community West Bank Promotes Filippin, Schwabecher and Bietz

Goleta, CA, June 10, 2020 – Community West Bancshares, (NASDAQ: CWBC), parent company of Community West Bank, today announced three promotions, effective immediately.

Bill Filippin has been promoted to Chief Credit Officer and Chief Administrative Officer.  “Bill is exceptionally qualified to support the bank as we head into what may be a more volatile credit cycle,” said Martin Plourd, President and Chief Executive Officer.  “He is very experienced, having served as Chief Credit Officer previously at the former Heritage Oaks Bank during the last recession, and we’re fortunate to have him take the Chief Credit Officer reins at this time.”

Brian Schwabecher has been promoted to Chief Banking Officer, assuming responsibility for the growth and development of the bank’s branch offices throughout Ventura, Santa Barbara and San Luis Obispo counties.  “Brian was extremely successful in overseeing the bank’s Central and Southern Regions and we are excited to see him florish with the additional oversight of the Northern Region,” said Plourd

Jason Bietz will take on a new role for the bank as Deputy Chief Credit Officer, assisting Bill Filippin in credit administration.  “We believe the current economic uncertainty warrants strengthening our bank’s bench at this time and Jason does just that with his credit background in commercial and agriculutral lending,” Plourd continued.  “Congratulations to Bill, Brian and Jason.  I am very pleased to have them filling important new roles, and that we had the talent here to allow us to promote from within our bank.”

About Community West Bank
Community West Bank is the largest publicly traded and only community bank headquartered and serving California’s Central Coast area of Ventura, Santa Barbara and San Luis Obispo counties with full-service banking branch offices in Goleta, Oxnard, Paso Robles, San Luis Obispo, Santa Barbara, Santa Maria and Ventura.  Founded in 1989, the bank has grown to over $925 million in assets.  Community West Bank is a wholly owned subsidiary of Community West Bancshares (NASDAQ: CWBC), a financial services company with headquarters in Goleta, California.  In April 2020, Community West Bank was awarded a “Premier” rating by The Findley Reports.  In making their selections, The Findley Reports focuses on these four ratios: growth, return on beginning equity, net operating income as a percentage of average assets, and loan losses as a percentage of gross loans. For more information, visit www.CommunityWestBank.com.

Safe Harbor Disclosure
This release contains forward-looking statements that reflect management’s current views of future events and operations.  These forward-looking statements are based on information currently available to the Company as of the date of this release.  It is important to note that these forward-looking statements are not guarantees of future performance and involve risks and uncertainties, including, but not limited to, the ability of the Company to implement its strategy and expand its lending operations.

###