Filing Analysis
Plumas Bancorp announced the Board's approval of its 2025 cash non-equity incentive plan (2025 NEI) for employees of Plumas Bank. The plan uses a performance-based structure tied to Return on Assets (ROA) percentiles relative to a peer group of banks with $1B-$3B in assets.
🚩 Red Flags
- Significant concentration of incentive pool (90.9%) allocated to officers rather than general staff.
📋 Key Facts
- The 2025 NEI is a cash non-equity incentive plan for employees working at least 20 hours per week.
- The aggregate bonus pool is split into two pools: one for officers (90.9% of the total) and one for all other employees.
- Incentives are contingent on the Bank exceeding the 50th percentile of ROA as of September 30, 2025, relative to a peer group ($1B-$3B asset size).
- The maximum combined bonus pool is capped at 8.8% of pretax pre-bonus income as of December 31, 2025.
- CEO/President incentive allocation: up to 12% of the officers' pool; EVPs can earn up to 4.65% of the officers' pool.
- CEO performance metrics include targeted increases in loans and deposits, asset quality benchmarks, ROE percentile targets, and budgeted net income.
Plumas Bancorp announced the retirement of Director Terrance J. Reeson, effective December 31, 2024. The departure is a result of the company's age-based retirement policy.
📋 Key Facts
- Terrance J. Reeson will retire as a Director effective December 31, 2024.
- The retirement is mandated by the Company’s Corporate Governance Guidelines regarding age-based retirement.
- Mr. Reeson has served on the Board of Directors since 1985.
Plumas Bancorp announced the dismissal of Eide Bailly LLP as the independent auditor for its subsidiary's (Plumas Bank) 401(k) Profit Sharing Plan and the appointment of Elliot Davis, LLC as the successor. The change is related specifically to the retirement plan audit rather than the parent company's consolidated financial statements.
🚩 Red Flags
- Auditor change (though limited to a subsidiary's retirement plan rather than the parent entity).
📋 Key Facts
- On November 19, 2024, Eide Bailly LLP was dismissed as the independent auditor for the Plumas Bank 401(k) Profit Sharing Plan.
- Elliot Davis, LLC has been appointed as the new independent registered public accounting firm for the Plan's fiscal year ending December 31, 2024.
- The dismissal was approved by the Audit & Risk Committee of the Board of Directors.
- The company stated there were no disagreements with Eide Bailly LLP regarding accounting principles, practices, or auditing scope.
Plumas Bancorp announced a quarterly cash dividend declaration of $0.27 per common share.
📋 Key Facts
- Dividend amount: $0.27 per common share.
- Record date: November 1, 2024.
- Payment date: November 15, 2024.
- Declaration date: October 16, 2024.
Plumas Bancorp filed an 8-K to furnish a presentation intended for use in future investor presentations under Regulation FD. This is a routine disclosure of non-public material information via a slide show.
📋 Key Facts
- The filing was made on October 16, 2024.
- Exhibit 99.1 contains a presentation prepared for future investor meetings.
- The information is being furnished under Item 7.01 (Regulation FD Disclosure) and is not considered 'filed' for purposes of Section 18 of the Exchange Act.
Plumas Bancorp filed an 8-K to report its unaudited financial results for the three months ended September 30, 2024. The filing serves as a formal announcement of quarterly earnings via a press release.
📋 Key Facts
- Reporting period: Three months ended September 30, 2024
- Filing date: October 16, 2024
- The report includes unaudited financial information provided in Exhibit 99.1
- Company is listed on NASDAQ under ticker PLBC
Plumas Bancorp announced the mutual termination of a purchase agreement with Mountainseed Real Estate Services, LLC. The terminated deal involved the sale and leaseback of three administrative office properties for approximately $7.9 million.
🚩 Red Flags
- Termination of a planned $7.9 million asset sale/sale-leaseback could impact liquidity or capital optimization strategies previously communicated to investors.
📋 Key Facts
- Termination date: August 14, 2024.
- Parties: Plumas Bank (subsidiary) and Mountainseed Real Estate Services, LLC.
- Subject of termination: Agreement for Purchase and Sale of Real Property dated January 19, 2024.
- Transaction value: Approximately $7.9 million for three administrative office properties.
- Structure: The deal was intended to be a sale-leaseback arrangement.
- Status of other deals: A separate sale and leaseback transaction involving nine branch office properties was completed on February 14, 2024.
Plumas Bancorp announced a quarterly cash dividend declaration by its Board of Directors.
📋 Key Facts
- Dividend amount: $0.27 per common share.
- Record date: August 1, 2024.
- Payment date: August 15, 2024.
Plumas Bancorp has filed an 8-K to furnish a presentation intended for use in future investor presentations under Regulation FD. This is a routine disclosure of non-public information to ensure broad distribution.
📋 Key Facts
- The filing was made on July 17, 2024.
- The registrant furnished an investor presentation as Exhibit 99.1.
- The disclosure is made pursuant to Item 7.01 (Regulation FD Disclosure).
Plumas Bancorp filed an 8-K to announce its unaudited financial results for the second quarter ended June 30, 2024. The filing serves as a formal announcement of quarterly earnings in accordance with SEC requirements.
📋 Key Facts
- Reported financial results for the three months ended June 30, 2024.
- The report was filed on July 17, 2024.
- Financial information is contained in Exhibit 99.1 (Press Release).
Plumas Bancorp announced the results of its Annual Meeting of Shareholders held on May 15, 2024. The meeting included the election of nine directors and the ratification of Elliott Davis, LLC as independent auditors.
📋 Key Facts
- Annual Meeting of Shareholders held on May 15, 2024.
- Nine director nominees were elected to serve terms expiring at the 2025 Annual Meeting.
- Elliott Davis, LLC was ratified as the independent registered public accounting firm for the fiscal year ending December 31, 2024.
- All nine director nominees received significant majority support.
Plumas Bancorp announced a quarterly cash dividend declaration of $0.27 per common share.
📋 Key Facts
- Dividend amount: $0.27 per common share.
- Record date: May 1, 2024 (close of business).
- Payment date: May 15, 2024.
Plumas Bancorp filed an 8-K to furnish a presentation intended for use in future investor meetings. This is a routine regulatory filing under Regulation FD to ensure all investors receive the same information simultaneously.
📋 Key Facts
- The filing was made on April 17, 2024.
- The company furnished a slide show presentation as Exhibit 99.1.
- The disclosure is intended for use in future investor presentations.
Plumas Bancorp filed an 8-K to report its unaudited financial results for the first quarter ended March 31, 2024. The filing serves as a formal announcement of quarterly earnings via a press release.
📋 Key Facts
- Reported financial results for the three months ended March 31, 2024.
- The report was filed on April 17, 2024.
- Financial information is contained in Exhibit 99.1 (Press Release).
Plumas Bancorp filed an amended 8-K to include the correct form of a Restricted Stock Unit (RSU) Agreement under its 2022 Equity Incentive Plan. This is an administrative amendment to a previous filing and does not indicate any change in company fundamentals.
📋 Key Facts
- The filing is an amendment (8-K/A) to the initial 8-K filed on March 21, 2024.
- The Board adopted a form of restricted stock unit award under the Plumas Bancorp 2022 Equity Incentive Plan on March 20, 2024.
- RSUs are subject to vesting over time based on continued employment or service.
- The amendment was filed specifically to include the correct Exhibit 10.1 (Restricted Stock Unit Agreement).
Plumas Bancorp filed an 8-K/A to amend a previous filing regarding the change of its independent registered public accounting firm. The company has transitioned from Eide Bailly LLP to Elliott Davis LLC for the upcoming fiscal year audit.
🚩 Red Flags
- None identified; auditor change is presented as a standard rotation/selection without disagreement.
📋 Key Facts
- Eide Bailly LLP completed the audit for the fiscal year ended December 31, 2023, and issued their report on March 20, 2024.
- Elliott Davis LLC was formally engaged on December 21, 2023, to audit consolidated financial statements for the fiscal year ending December 31, 2024.
- The company confirmed there were no disagreements with Eide Bailly regarding accounting principles, practices, or auditing scope/procedures.
- No 'reportable events' occurred during the transition period.
Plumas Bancorp announced that its Board of Directors has adopted a new form of restricted stock unit (RSU) award under the existing 2022 Equity Incentive Plan. This form will be used for future grants to directors, executives, and employees.
📋 Key Facts
- The Board adopted a form of restricted stock unit award on March 20, 2024.
- Awards are issued under the Plumas Bancorp 2022 Equity Incentive Plan (effective May 18, 2022).
- RSUs are subject to time-based vesting contingent upon continued employment or service.
- The Board or an authorized committee will determine specific vesting schedules for individual grants.
Plumas Bancorp (PLBC) announced an amendment to a real estate sale agreement with Mountainseed Real Estate Services, LLC. The amendment extends the closing date for the sale of three non-branch administrative offices to September 16, 2024.
🚩 Red Flags
- Extension of a transaction timeline (closing moved to Q3 2024) may indicate ongoing due diligence or valuation discussions.
📋 Key Facts
- The Bank previously completed the sale of nine branch properties on February 14, 2024, for approximately $25.7 million.
- The second agreement involves the sale of up to three non-branch administrative offices for an aggregate cash price of $7.9 million.
- The closing date for the non-branch office sale has been extended to September 16, 2024.
- Plumas Bancorp intends to leaseback each of the Non-Branch Offices sold upon closing.
- The Bank maintains a termination right if the sale no longer qualifies for gain recognition.
Plumas Bancorp entered into indemnification agreements for Sushil Patel, who was appointed to the Board of Directors on February 6, 2024. These agreements ensure the company and its subsidiary, Plumas Bank, indemnify the director and advance expenses as permitted by law.
📋 Key Facts
- Date of agreement: February 21, 2024
- Subject: Sushil Patel (appointed to Board on Feb 6, 2024)
- Parties involved: Plumas Bancorp and its subsidiary, Plumas Bank
- Scope: Indemnification and advancement of expenses for directors/officers
Plumas Bank completed the sale of nine branch properties to Mountainseed Real Estate Services, LLC for $25.7 million, resulting in a pre-tax gain of approximately $19.8 million. The bank entered into 15-year leaseback agreements for these properties and is considering selling securities currently in a loss position to offset the gains.
🚩 Red Flags
- The company is considering selling securities that are currently in a loss position, which may indicate a need for liquidity or an attempt to manage capital ratios/tax implications.
📋 Key Facts
- Completed sale of nine branch properties for an aggregate cash price of $25.7 million on February 14, 2024.
- Realized a pre-tax gain of approximately $19.8 million from the transaction.
- Entered into nine lease agreements with initial terms of 15 years plus one 15-year renewal option.
- Annual rent for leased properties is approximately $2.4 million (pre-tax), increasing by 2% annually.
- A second sale-leaseback agreement for up to three non-branch administrative offices ($7.9 million) is expected to close in Q1 2024.
- Management is evaluating selling securities currently in a loss position to offset the transaction gains.
Plumas Bancorp announced the appointment of Sushil Patel to its Board of Directors and the Board of Directors of its subsidiary, Plumas Bank, effective February 6, 2024.
📋 Key Facts
- Sushil Patel appointed as a director of Plumas Bancorp on February 6, 2024.
- Mr. Patel also appointed to the Board of Directors of Plumas Bank (wholly-owned subsidiary).
- Compensation for Mr. Patel will follow the standard non-employee director compensation structure previously disclosed in the April 4, 2023 Proxy Statement.
Plumas Bancorp filed an 8-K to furnish a presentation intended for use in future investor meetings under Regulation FD. The filing contains no material changes to operations, finances, or corporate structure.
📋 Key Facts
- The company is providing a slide show presentation (Exhibit 99.1) for future investor presentations.
- The information was prepared as of January 23, 2024.
- The filing includes a standard safe harbor statement regarding forward-looking statements.
Plumas Bank, a subsidiary of Plumas Bancorp, entered into sale-leaseback agreements with Mountainseed Real Estate Services to sell 12 properties for an aggregate cash price of $33.6 million. The company expects a pre-tax gain of approximately $27 million from the transaction.
🚩 Red Flags
- The company is evaluating selling securities currently in a loss position to offset gains, which may indicate a need for liquidity or capital management adjustments.
📋 Key Facts
- Sale of up to 12 properties (11 in CA, 1 in NV) for $33.6 million total cash price.
- Transaction split into two agreements: Branches ($25.7M) and Non-Branch Offices ($7.9M).
- The Bank will enter into triple net lease agreements with a 15-year initial term and one 15-year renewal option.
- Aggregate annual rent is expected to be approximately $3.1 million, increasing by 2% per annum.
- Expected pre-tax gain from the sale is approximately $27 million.
- Transaction closing is anticipated in Q1 2024.
Plumas Bancorp announced a quarterly cash dividend declaration by its Board of Directors.
📋 Key Facts
- Dividend amount: $0.27 per common share.
- Record date: February 1, 2024.
- Payment date: February 15, 2024.
Plumas Bancorp filed an 8-K to report its unaudited financial results for the three months and fiscal year ended December 31, 2023. The filing serves as a formal announcement of quarterly and annual earnings via a press release.
📋 Key Facts
- Reporting period: Three months and year ended December 31, 2023.
- Report date: January 17, 2024.
- The filing includes unaudited financial information furnished in Exhibit 99.1.