UNITED STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q/A
(Amendment No. 1)
(Mark One)
x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
| For the quarterly period ended | March 31, 2018 |
or
o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ___________________________________ to ___________________________________
Commission File Number: 0-31525
AMERICAN RIVER BANKSHARES
(Exact name of registrant as specified in its charter)
| California | 68-0352144 | |
| (State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) | |
| 3100 Zinfandel Drive, Suite 450, Rancho Cordova, California | 95670 | |
| (Address of principal executive offices) | (Zip Code) |
| (916) 851-0123 |
| (Registrant’s telephone number, including area code) |
| Not Applicable |
| (Former name, former address and former fiscal year, if changed since last report.) |
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes x No o
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
Yes x No o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
| Large accelerated filer o | Accelerated filer x |
| Non-accelerated filer o (Do not check if a smaller reporting company) | |
| Smaller reporting company o | |
| Emerging growth company o |
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. o
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes o No x
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date:
No par value Common Stock – 5,884,855 shares outstanding at May 3, 2018
EXPLANATORY NOTE
The sole purpose of this Amendment No. 1 (the “Amendment”) to American River Bankshares Quarterly Report on Form 10-Q (the “Form 10-Q”) for the Period ended March 31, 2018, as filed with the Securities and Exchange Commission on May 3, 2018, is to revise the hyperlink in Exhibit 10.3 in Item 6.
The revised hyperlink in Exhibit 10.3 is for the first amendment thereto dated January 21, 2015, incorporated by reference from Exhibit 99.1 to the Registrant's Current Report on Form 8-K, filed with the Commission on January 23, 2015. This Amendment contains only the cover page to this Form 10-Q/A, the Explanatory Note, Item 6, the Signature Page and the Sarbanes-Oxley Exhibits. No other changes have been made to the Form 10-Q.
This Amendment to the Form 10-Q does not reflect events that may have occurred subsequent to the original filing date and does not modify or update in any way disclosures made in the original Form 10-Q. Accordingly, this Amendment should be read in conjunction with the Form 10-Q and our other filings with the SEC.
| 2 |
Item 6. Exhibits.
| * Denotes management contracts, compensatory plans or arrangements. |
| 3 |
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.
| AMERICAN RIVER BANKSHARES | |||
| November 7, 2018 | /s/ DAVID E. RITCHIE, JR. | ||
| David E. Ritchie, Jr. | |||
| President and | |||
| Chief Executive Officer | |||
| AMERICAN RIVER BANKSHARES | |||
| November 7, 2018 | By: | /s/ MITCHELL A. DERENZO | |
| Mitchell A. Derenzo | |||
| Executive Vice President and | |||
| Chief Financial Officer | |||
| (Principal Financial and Accounting Officer) | |||
| 4 |
| 5 |