|
1)
|
NAME
OF REPORTING PERSON
First
PacTrust Bancorp, Inc. 401(k) Employee Stock Ownership
Plan
|
|
2)
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
a) [ ]
b) [X]
|
|
3)
|
SEC
USE ONLY
|
|
4)
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Not
applicable
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
||
|
5)
|
SOLE
VOTING POWER
126,960
|
|
|
6)
|
SHARED
VOTING POWER
328,237
|
|
|
7)
|
SOLE
DISPOSITIVE POWER
374,540
|
|
|
8)
|
SHARED
DISPOSITIVE POWER
80,657
|
|
9)
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
455,197
|
|
10)
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN
SHARES [
]
|
|
11)
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
10.71%
|
|
12
|
TYPE
OF REPORTING PERSON
EP
|
|
1)
|
NAME
OF REPORTING PERSON
National
Trust Management Services, Inc.
|
|
2)
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
a) [ ]
b) [X]
|
|
3)
|
SEC
USE ONLY
|
|
4)
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Virginia
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
||
|
5)
|
SOLE
VOTING POWER
126,960
|
|
|
6)
|
SHARED
VOTING POWER
247,580
|
|
|
7)
|
SOLE
DISPOSITIVE POWER
374,540
|
|
|
8)
|
SHARED
DISPOSITIVE POWER
-0-
|
|
9)
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
374,540
|
|
10)
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN
SHARES [X]
|
|
11)
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
8.81%
|
|
12
|
TYPE
OF REPORTING PERSON
CO
|
|
1)
|
NAME
OF REPORTING PERSON
James
P. Sheehy
|
|
2)
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
a) [ ]
b) [X]
|
|
3)
|
SEC
USE ONLY
|
|
4)
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
United
States
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
||
|
5)
|
SOLE
VOTING POWER
-0-
|
|
|
6)
|
SHARED
VOTING POWER
80,657
(as 401(k) Trustee)
|
|
|
7)
|
SOLE
DISPOSITIVE POWER
-0-
|
|
|
8)
|
SHARED
DISPOSITIVE POWER
80,657
(as 401(k) Trustee)
|
|
9)
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
80,657 (as
401(k) Trustee)
|
|
10)
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN
SHARES [X]
|
|
11)
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
1.90%
(as 401(k) Trustee)
|
|
12
|
TYPE
OF REPORTING PERSON
IN
|
|
1)
|
NAME
OF REPORTING PERSON
Lisa
J. Moss
|
|
2)
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
a) [ ]
b) [X]
|
|
3)
|
SEC
USE ONLY
|
|
4)
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
United
States
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
||
|
5)
|
SOLE
VOTING POWER
-0-
|
|
|
6)
|
SHARED
VOTING POWER
80,657
(as 401(k) Trustee)
|
|
|
7)
|
SOLE
DISPOSITIVE POWER
-0-
|
|
|
8)
|
SHARED
DISPOSITIVE POWER
80,657
(as 401(k) Trustee)
|
|
9)
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
80,657
(as 401(k) Trustee)
|
|
10)
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN
SHARES [X]
|
|
11)
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
1.90%
(as 401(k) Trustee)
|
|
12
|
TYPE
OF REPORTING PERSON
IN
|
|
ITEM
1(a)
|
NAME
OF ISSUER:
First
PacTrust Bancorp, Inc. (the
"Corporation)
|
|
ITEM
1(b)
|
ADDRESS
OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
610
Bay Boulevard, Chula Vista, California 91910
|
|
ITEM
2(a)
|
NAME
OF PERSON FILING:
First
PacTrust Bancorp, Inc. 401(k) Employee Stock Ownership Plan (the
"KSOP").
James P. Sheehy and
Lisa J. Moss (the "401(k) Trustees") are the trustees of the 401(k) and
profit sharing portion (the "401(k) Portion") of the KSOP. National
Trust Management Services, Inc. (the "ESOP Trustee") is the trustee of the
employee stock ownership portion (the "ESOP Portion") of the KSOP.
The 401(k) Trustees and the ESOP Trustee may also be deemed to
beneficially own the shares held in the 401(k) Portion and the ESOP
Portion, respectively.
|
|
ITEM
2(b)
|
ADDRESS
OF PRINCIPAL BUSINESS OFFICE OR, IF NONE,
RESIDENCE:
The business address of the KSOP is:
610
Bay Boulevard, Chula Vista, California 91910
The
business address of the ESOP Trustee is:
National Trust
Management Services, Inc.
c/o
First PacTrust Bancorp, Inc.
610
Bay Boulevard, Chula Vista, California 91910
The
business address of the 401(k) Trustees is:
610 Bay
Boulevard, Chula Vista, California 91910
|
|
ITEM
2(c)
|
CITIZENSHIP:
The
ESOP Trustee is incorporated under the laws of the Commonwealth of
Virginia. James P. Sheehy and Lisa J. Moss are citizens of the
United States of America.
|
|
ITEM
2(d)
|
TITLE
OF CLASS OF SECURITIES
Common
stock, par value $.01 per share (the "Common
Stock")
|
|
ITEM
2(e)
|
CUSIP
NUMBER: 33589V 10
1
|
|
ITEM
3
|
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:
|
||
|
(a)
|
[ ]
|
Broker
or dealer registered under section 15 of the Act (15 U.S.C.
78o);
|
|
|
(b)
|
[ ]
|
Bank
as defined in section 3(a)(6) of the Act (15 U.S.C.
78c);
|
|
|
(c)
|
[ ]
|
Insurance
company as defined in section 3(a)(19) of the Act (15 U.S.C.
78c);
|
|
|
|
(d)
|
[ ]
|
Investment
company registered under section 8 of the Investment Company Act of 1940
(15 U.S.C. 80a-8);
|
|
(e)
|
[ ]
|
An
investment adviser in accordance with Section
240.13d-1(b)(1)(ii)(E);
|
|
|
(f)
|
[X
]
|
An
employee benefit plan or endowment fund in accordance with Section
240.13d-1(b)(1)(ii)(F);
|
|
|
(g)
|
[ ]
|
A
parent holding company or control person in accordance with Section
240.13d-1(b)(1)(ii)(G);
|
|
|
(h)
|
[ ]
|
A
savings association as defined in Section 3(b) of the Federal Deposit
Insurance Act (12 U.S.C. 1813);
|
|
|
(i)
|
[ ]
|
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); and
|
|
|
(j)
|
[ ]
|
Group,
in accordance with Section
240.13d-1(b)(1)(ii)(J).
|
|
|
ITEM
4
|
OWNERSHIP:
The KSOP holds an aggregate of 455,197 shares of Common Stock
(10.71% of the outstanding shares). The KSOP has sole voting power
with respect to shares held by it which have not been allocated to
participant accounts, shared voting power with respect to shares held by
it which have been allocated to participant accounts, sole dispositive
power with respect to all shares (allocated and unallocated) held by the
ESOP Portion and shared dispositive power with respect to all shares held
by the 401(k) Portion.
The ESOP Trustee may be deemed to beneficially own
the 374,540 shares held by the ESOP Portion. However, the ESOP
Trustee expressly disclaims beneficial ownership of all of such
shares. Other than the shares held by the ESOP Portion, the Trustee
does not beneficially own any shares of Common Stock.
The 401(k) Trustees may be deemed to beneficially own
the 80,657 shares held by the 401(k) Portion. However, the
401(k) Trustees expressly disclaim beneficial ownership of such
shares. Below is the beneficial ownership of shares of Common Stock
held by each individual 401(k) Trustee as of December 31, 2008. The
numbers below include 39,200 and 5,800 shares underlying
exercisable stock options and options exercisable within 60 days after
December 31, 2008 held by James P. Sheehy and Lisa J. Moss,
respectively.
401(k)
Trustee
Beneficial Ownership
James P.
Sheehy
84,776
Lisa J.
Moss
9,466
Pursuant to the KSOP, participants in the KSOP are entitled to
instruct the 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 trustees are required to vote the shares held
by the KSOP which have not been allocated to participant accounts in the
manner directed under the KSOP.
|
||
|
ITEM
5
|
OWNERSHIP
OF FIVE PERCENT OR LESS OF A CLASS:
Not
applicable.
|
||
|
ITEM
6.
|
OWNERSHIP
OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER
PERSON:
Not
Applicable.
|
||
|
ITEM
7.
|
IDENTIFICATION
AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING
REPORTED ON BY THE PARENT HOLDING COMPANY:
Not
Applicable.
|
||
|
ITEM
8.
|
IDENTIFICATION
AND CLASSIFICATION OF MEMBERS OF THE GROUP:
Not
Applicable.
|
||
|
ITEM
9.
|
NOTICE
OF DISSOLUTION OF GROUP:
Not
Applicable.
|
||
| 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.
|
|
SIGNATURE
|
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.
|
|
Date:
February 17, 2009
|
FIRST
PACTRUST BANCORP, INC. 401(k)
EMPLOYEE
STOCK OWNERSHIP PLAN
|
||
|
By:
By:
|
National
Trust Management Services, Inc., as
Trustee
/s/ Lawrence
J.
Eisenberg
|
||
| Name: | Lawrence J. Eisenberg | ||
| Title: | Vice President | ||
|
Date:
February 17, 2009
|
NATIONAL
TRUST MANAGEMENT SERVICES, INC.,
AS TRUSTEE OF THE EMPLOYEE STOCK OWNERSHIP
PORTION OF THE PLAN
|
||
|
By:
|
/s/ Lawrence
J.
Eisenberg
|
||
| Name: | Lawrence J. Eisenberg | ||
| Title: | Vice President | ||
|
Date:
February 17, 2009
|
TRUSTEES
OF THE 401(k) PORTION OF THE PLAN
|
||
|
By:
|
/s/ James
P.
Sheehy
|
||
| Name: | James P. Sheehy | ||
| Title: | Trustee | ||
|
Date:
February 17, 2009
|
|
||
|
By:
|
/s/ Lisa
J.
Moss
|
||
| Name: | Lisa J. Moss | ||
| Title: | Trustee | ||
| By: | /s/ Lawrence J. Eisenberg |
|
Name:
Lawrence J. Eisenberg
Title: Vice
President
|
| By: | /s/ Lawrence J. Eisenberg |
|
Name:
Lawrence J. Eisenberg
Title: Vice
President
|
| By: | /s/ James P. Sheehy |
|
Name:
James P. Sheehy
Title: Trsutee
|
| By: | /s/ Lisa J. Moss |
|
Name:
Lisa J. Moss
Title: Trsutee
|