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1)
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NAME OF REPORTING PERSON
First PacTrust Bancorp, Inc. 401(k) Employee Stock Ownership Plan
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2)
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
a) [ ]
b) [ ]
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3)
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SEC USE ONLY
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4)
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CITIZENSHIP OR PLACE OF ORGANIZATION
Not applicable
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
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5)
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SOLE VOTING POWER
0
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6)
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SHARED VOTING POWER
435,733.97
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7)
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SOLE DISPOSITIVE POWER
0
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8)
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SHARED DISPOSITIVE POWER
435,733.97
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9)
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
435,733.97
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10)
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES [ ]
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11)
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
4.1%
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12
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TYPE OF REPORTING PERSON
EP
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ITEM 1(a)
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NAME OF ISSUER:
First PacTrust Bancorp, Inc. (the "Corporation")
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ITEM 1(b)
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ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
610 Bay Boulevard, Chula Vista, California 91910
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ITEM 2(a)
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NAME OF PERSON FILING:
First PacTrust Bancorp, Inc. 401(k) Employee Stock Ownership Plan (the "KSOP").
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ITEM 2(b)
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ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
The business address of the KSOP is:
610 Bay Boulevard, Chula Vista, California 91910
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ITEM 2(c)
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CITIZENSHIP:
Not applicable.
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ITEM 2(d)
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TITLE OF CLASS OF SECURITIES
Common stock, par value $.01 per share (the "Common Stock")
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ITEM 2(e)
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CUSIP NUMBER: 33589V 10 1
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ITEM 3
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IF THIS STATEMENT IS FILED PURSUANT TO SECTION 240.13d-1(b) OR 240.13d-2(b) or (c), CHECK WHETHER THE PERSON FILING IS:
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(a)
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[ ]
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Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
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(b)
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[ ]
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Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
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(c)
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[ ]
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Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
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(d)
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[ ]
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Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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(e)
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[ ]
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An investment adviser in accordance with Section 240.13d-1(b)(1)(ii)(E);
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(f)
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[X ]
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An employee benefit plan or endowment fund in accordance with Section 240.13d-1(b)(1)(ii)(F);
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(g)
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[ ]
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A parent holding company or control person in accordance with Section 240.13d-1(b)(1)(ii)(G);
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(h)
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[ ]
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A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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(i)
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[ ]
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A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
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| (j) | [ ] | A non-U.S. institution in accordance with Section 240.13d-1(b)(1)(ii)(J); and | |
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(k)
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[ ]
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Group, in accordance with Section 240.13d-1(b)(1)(ii)(K).
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ITEM 4
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OWNERSHIP:
The KSOP holds an aggregate of 435,733.97 shares of Common Stock (4.1% of the outstanding shares of the Corporation's voting common stock). The KSOP has shared voting and dispositive powers with respect to the shares held by the KSOP.
Pursuant to the KSOP, participants in the KSOP are entitled to instruct the KSOP trustee as to the voting of the shares allocated to their KSOP accounts. On each issue with respect to which shareholders are entitled to vote, the trustee is required to vote the shares held by the KSOP which have not been allocated to participant accounts in the manner directed under the KSOP.
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ITEM 5
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OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS:
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [X].
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ITEM 6.
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OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON:
Not applicable.
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ITEM 7.
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IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY:
Not applicable.
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ITEM 8.
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IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP:
Not applicable.
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ITEM 9.
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NOTICE OF DISSOLUTION OF GROUP:
Not applicable.
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| ITEM 10. |
CERTIFICATIONS
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.
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SIGNATURE
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After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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FIRST PACTRUST BANCORP, INC. 401(k)
EMPLOYEE STOCK OWNERSHIP PLAN
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By: Benefit Equity, Inc., as Administrator
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Date: February 14, 2012
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By:
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/s/ Kory Ngo
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| Name: | Kory Ngo | ||
| Title: | Vice President | ||