Unassociated Document
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): July 22, 2010
HERITAGE COMMERCE
CORP
(Exact
name of registrant as specified in its charter)
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California
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000-23877
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77-0469558
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(State
or other jurisdiction of incorporation)
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(Commission
File Number)
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(IRS
Employer Identification No.)
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150
Almaden Boulevard, San Jose, California
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95113
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code: (408) 947-6900
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Not
Applicable
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(Former
name or former address, if changed since last
report.)
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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))
ITEM
2.02 RESULTS OF OPERATION AND FINANCIAL
CONDITION
On July
22, 2010, Heritage Commerce Corp issued a press release announcing preliminary
results for the quarter ended June 30, 2010. A copy of the press
release is attached as Exhibit 99.1 to this Current Report and is incorporated
herein by reference.
The
information in this report set forth under this Item 2.02 shall not be
treated as "filed" for purposes of Section 18 of the Securities Exchange Act of
1934, nor shall it be deemed incorporated by reference into any registration
statement or other document pursuant to the Securities Act of 1933 or the
Securities Act of 1934, except as expressly stated by specific reference in such
filing.
ITEM
8.01 OTHER EVENTS
Heritage
Commerce Corp is scheduled to present at the Keefe, Bruyette & Woods 11th
Annual Community Bank Investor Conference in New York. Walter T.
Kaczmarek, President and Chief Executive Officer, and Lawrence D. McGovern,
Chief Financial Officer, are scheduled to present on Tuesday, July 27th at 11:30
a.m. EDT. The presentation will be archived for 60 days after the
conference, and can be viewed at
http://www.kbw.com/news/conferences.html.
A Special
Shareholders' Meeting is scheduled for September 15, 2010 to consider and
approve proposals required by our recently completed private
placement. August 2, 2010 has been set as the record date for the
meeting.
In
connection with certain matters related to the private placement, on July 16,
2010, the Company filed with the Securities and Exchange Commission (the "SEC")
a preliminary proxy statement with respect to the shareholder approval of the
conversion of the preferred stock, as described above. The Company will mail the
definitive proxy statement, when available, to its shareholders. Investors and
security holders are urged to read the proxy statement with regards to certain
matters related to the private placement when it becomes available because it
will contain important information. You may obtain a free copy of the proxy
statement (when available) and other related documents filed by the Company with
the SEC at the SEC's website at www.sec.gov or from the Company's website at
www.heritagecommercecorp.com.
ITEM 9.01 FINANCIAL STATEMENTS AND
EXHIBITS
(D)
Exhibits.
| 99.1 |
Press
Release, dated July 22, 2010, entitled “Heritage Commerce
Corp Reports Financial Results for Second Quarter 2010”
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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 thereunto
duly authorized.
Date: July
23, 2010
Heritage
Commerce Corp
By: /s/ Lawrence D.
McGovern
Name:
Lawrence D. McGovern
Executive
Vice President and Chief Financial Officer
By: /s/ Walter T.
Kaczmarek
Name:
Walter T. Kaczmarek
President
and Chief Executive Officer
INDEX TO EXHIBITS
EXHIBIT
NO. DESCRIPTION
| 99.1 |
Press
Release, dated July 22, 2010 entitled “Heritage Commerce
Corp Reports
Financial Results for Second Quarter 2010”
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