þ | ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED) |
o | TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED) |
1. | Not Applicable | |
2. | Not Applicable | |
3. | Not Applicable | |
4. | The Plumas Bank 401(k) Profit Sharing Plan, (the Plan) is subject to the requirements of the Employee Retirement Income Security Act of 1974, as amended (ERISA). Furnished herewith are the financial statements and schedules of the Plan for the fiscal year ended December 31, 2006, prepared in accordance with the financial reporting requirements of ERISA. |
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1 | ||||||||
Financial Statements: |
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2 | ||||||||
3 | ||||||||
4-9 | ||||||||
Supplemental Schedule: |
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10 | ||||||||
EXHIBIT 23.1 |
2006 | 2005 | |||||||
ASSETS |
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Investments: |
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Participant-directed investments at fair value (Note 3) |
$ | 7,770,733 | $ | 7,972,330 | ||||
Participant loans |
175,562 | 237,099 | ||||||
Total investments |
7,946,295 | 8,209,429 | ||||||
Receivables: |
||||||||
Employer contributions |
7,283 | |||||||
Participant contributions |
25,847 | |||||||
Total receivables |
33,130 | |||||||
Net assets available for benefits |
$ | 7,946,295 | $ | 8,242,559 | ||||
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2006 | 2005 | |||||||
ADDITIONS |
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Investment income: |
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Net (depreciation) appreciation in fair value of
investments (Note 3) |
$ | (60,781 | ) | $ | 1,202,003 | |||
Interest and dividends |
110,008 | 90,214 | ||||||
Total investment income |
49,227 | 1,292,217 | ||||||
Contributions: |
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Participant |
660,619 | 629,069 | ||||||
Employer |
197,625 | 181,214 | ||||||
Total contributions |
858,244 | 810,283 | ||||||
Total additions |
907,471 | 2,102,500 | ||||||
DEDUCTIONS |
||||||||
Benefits paid to participants |
1,203,735 | 492,870 | ||||||
Net (decrease) increase |
(296,264 | ) | 1,609,630 | |||||
Net assets available for benefits: |
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Beginning of year |
8,242,559 | 6,632,929 | ||||||
End of year |
$ | 7,946,295 | $ | 8,242,559 | ||||
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1. | DESCRIPTION OF PLAN | |
The following description of the Plumas Bank (the Bank) 401(k) Profit Sharing Plan (the Plan) provides only general information. Participants should refer to the Summary Plan Description or the Plan Document for a more complete description of the Plans provisions. | ||
General | ||
Plumas Bank, the Plan Sponsor, established the Plan effective on April 1, 1988, that provides all Bank employees, not otherwise excluded, who have completed 90 days of service and are eighteen years of age with the opportunity to defer a portion of their eligible compensation on a pre-tax basis. All investments in the Plan are participant directed. Prudential Trust Company (Prudential) is the Trustee of the Plan. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA). | ||
Participant Contributions | ||
Each year, participants may make salary deferral contributions in any percentage of their pretax annual compensation, as defined in the Plan, subject to certain Internal Revenue Code (IRC) limitations. All participant contributions and earnings thereon are 100% vested. | ||
Employer Contributions | ||
The Bank provides a 100% match on each participants elective deferral up to 3% of the participants eligible compensation. At the discretion of the Bank, the Bank may also make a non-elective contribution to the Plan. Bank contributions are subject to certain IRC limitations. During 2005 and 2006 the Bank made no discretionary contributions. Both the matching contribution and any non-elective contribution vest over a five-year period as follows: |
Percentage | ||||
Service | Vested | |||
2 years but less than 3 years |
25 | % | ||
3 years but less than 4 years |
50 | % | ||
4 years but less than 5 years |
75 | % | ||
5 years or more |
100 | % |
Participant Accounts | ||
Individual accounts are maintained for each Plan participant. Each participants account is credited with the participants contribution and allocations of the Banks matching and discretionary contributions and Plan earnings and charged with withdrawals and an allocation of Plan losses. Allocations are based on participant earnings or account balances as defined. The benefit to which a participant is entitled is the benefit that can be provided from the participants vested account. |
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1. | DESCRIPTION OF PLAN (Continued) | |
Participants Investment Options | ||
Participants direct all of their voluntary contributions and their portion of the employer matching contributions among any or all of the investment options offered by Prudential Insurance Company of America (Prudential). The investment options include a range of funds that are invested in shares of thirteen registered investment companies (mutual funds) that invest mainly in common stocks and bonds. | ||
In addition, participants have the option of investing in Plumas Bancorp common stock, up to 50% of the participants total elective deferrals. These investments are also maintained by the Plans Trustee. | ||
Participants may change their investment options without restriction. | ||
Participant Loans | ||
Participants may borrow from their accounts a minimum of $1,000 up to a maximum equal to the lesser of $50,000 or 50% of their vested account balance. Loan transactions are treated as a transfer (from) to the investment fund (to) from the Participant Loans fund. Loan terms range from one to five years, or longer if used to purchase the primary residence of the participant. The loans are secured by the balance in the participants account and bear interest at prevailing market rates at the time of borrowing. Principal and interest is paid ratably through semi-monthly payroll deductions. | ||
Payment of Benefits | ||
Upon termination of employment or other reasons specified by the Plan, a participant with a vested account balance that exceeds $5,000 may elect to receive: (1) a lump sum payment, (2) a part lump sum payment and part installment payments as described in (3), or (3) installment payments (annually, quarterly or monthly) over a specified period of time, not exceeding the participants life expectancy or the joint life expectancy of the participant or participants beneficiary. For a participant with a vested account balance of $5,000 or less, a lump sum payment is distributed to the participant. Distributions between $1,000 and $5,000 may be made automatically to a participant without requiring the participants consent. If the participant does not elect to have such distribution paid directly to an eligible retirement plan in a direct rollover or to receive the distribution directly, then the Plans Sponsor automatically pays the distribution through a direct rollover to an individual retirement plan designated by the Plans Sponsor. As of December 31, 2006 and 2005, there were no benefits payable to participants that have elected to withdraw from the Plan but have not yet been paid. |
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1. | DESCRIPTION OF PLAN (Continued) | |
Forfeitures | ||
Forfeitures from the nonvested portion of terminated employees account balances can be used to reduce employer contributions in the following plan year. Forfeitures totaling $5,844 and $8,009 were used to reduce employer contributions for the years ending December 31, 2006 and 2005, respectively. | ||
Administrative Costs | ||
The Bank pays the administrative costs of the Plan. Investment management fees are paid by the Plan. | ||
Plan Termination | ||
Although it has not expressed any intent to do so, the Bank has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions of ERISA. In the event that the Plan is terminated, participants would become 100% vested in their accounts. | ||
2. | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Basis of Accounting | ||
The accompanying financial statements of the Plan have been prepared in accordance with accounting principles generally accepted in the United States of America. | ||
Use of Estimates | ||
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires the Plans management to make estimates and assumptions that affect certain reported amounts of net assets available for benefits and changes therein and disclosure of contingent assets and liabilities. Actual results may differ from those estimates. The Plan utilizes various investment instruments, including mutual funds and the common stock of the Plan Sponsor. Investment securities, in general, are exposed to various risks, such as interest rate, credit, and overall market volatility. Due to the level of risk associated with certain investment securities, it is reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect the amounts reported in the financial statements. | ||
Investment Valuation and Income Recognition | ||
The Plans investments are stated at fair value. Quoted market prices as of the last business day of the Plan year are used to value investments in registered investment companies (mutual funds) as well as in Plumas Bancorps common stock. Participant loans receivable are valued at the outstanding loan balances. |
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2. | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) | |
Investment Valuation and Income Recognition (Continued) | ||
Purchases and sales of securities are recorded on a trade date basis. Interest income is recorded on the accrual basis. Dividends are recorded on the ex-dividend date. Net appreciation (depreciation) in fair value of investments includes net unrealized market appreciation and (depreciation) of investments and net realized gains and losses on the sale of investments during the period. | ||
Payment of Benefits | ||
Benefits are recorded when paid. | ||
Impact of New Financial Accounting Standard | ||
Fair Value Measurements | ||
In September 2006, the Financial Accounting Standards Board (FASB) issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), which defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles, and expands disclosures about fair value measurements. SFAS 157 does not require new fair value measurements, but provides guidance on how to measure fair value by establishing a fair value hierarchy used to classify the source of the information. SFAS 157 is effective for fiscal years beginning after November 15, 2007. The Plans management does not expect the adoption of SFAS 157 to have a material impact on the Plans financial position or results of operations. | ||
Fair Value Accounting | ||
In February 2007, the FASB issued SFAS No. 159, The Fair Value Option for Financial Assets and Financial Liabilities Including an Amendment of FASB Statement No. 115 (SFAS 159). This Statement permits entities to choose to measure many financial instruments and certain other items at fair value. Unrealized gains and losses on items for which the fair value option has been elected will be reported in earnings. The objective is to improve financial reporting by providing entities with the opportunity to mitigate volatility in reported earnings caused by measuring related assets and liabilities differently without having to apply complex hedge accounting provisions. This Statement is expected to expand the use of fair value measurement, which is consistent with the FASBs long-term measurement objectives for accounting for financial instruments. SFAS 159 is effective for fiscal years beginning after November 15, 2007. Early adoption is permitted as of the beginning of the previous fiscal year provided that the entity makes that choice in the first 120 days of that fiscal year and also elects to apply the provisions of SFAS 157. The Plans management has not chosen early adoptions of SFAS No. 159. The Plans management does not expect the adoption of SFAS 159 to have a material impact on the Plans financial position or results of operations. |
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3. | INVESTMENTS | |
The following table presents the fair value of the investments in the Plan. Investments representing more than 5% of the Plans net assets as of December 31, 2006 and 2005 are separately identified. |
December 31, | ||||||||
2006 | 2005 | |||||||
Investments at quoted market prices: |
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Plumas Bancorp Common Stock |
$ | 1,534,242 | $ | 2,305,809 | ||||
Davis NY Venture Fund |
1,373,322 | 1,120,247 | ||||||
Euro Pacific Growth Fund |
1,018,109 | 726,236 | ||||||
Stable Value Fund |
657,969 | 636,921 | ||||||
Jennison Growth Fund |
573,586 | 555,908 | ||||||
Goldman Sachs Mid Cap Fund |
483,033 | 456,625 | ||||||
Van Kampen Equity Income Fund |
478,058 | 499,641 | ||||||
PIMCO Total Return Fund |
473,920 | 570,787 | ||||||
Other investments |
1,178,494 | 1,100,156 | ||||||
7,770,733 | 7,972,330 | |||||||
Other investments: |
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Loans to participants |
175,562 | 237,099 | ||||||
Total investments |
$ | 7,946,295 | $ | 8,209,429 | ||||
The Plans investments, including investments bought, sold and held during the year, (depreciated) appreciated in value by $(60,781) and $1,202,003 during 2006 and 2005, respectively. | ||
4. | CONCENTRATION OF INVESTMENTS | |
At December 31, 2006 and 2005, the Plan held investments in Plumas Bancorp common stock, representing approximately 19% and 28% of net assets available for benefits, respectively. A significant decline in the performance of Plumas Bancorp common stock could have a materially adverse impact on the Plans net assets available for benefits. | ||
5. | RELATED-PARTY TRANSACTIONS | |
Certain Plan investments are shares of mutual funds managed by Prudential. Prudential is the Trustee as defined by the Plan and, therefore, these transactions qualify as party-in-interest transactions. Fees paid by the Plan for investment management services were included as a reduction of the return earned on each fund. |
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5. | RELATED-PARTY TRANSACTIONS (Continued) | |
At December 31, 2006 and 2005, the Plans investments in Plumas Bancorp common stock (a party-in-interest) are as follows: |
December 31, | ||||||||
2006 | 2005 | |||||||
Number of shares |
102,900 | 109,800 | ||||||
Fair value, based on quoted market values |
$ | 1,534,242 | $ | 2,305,809 |
The Plans investment in Plumas Bancorps common stock, including investments bought, sold and held during the year, (depreciated) appreciated in value by $(657,474) and $792,117 during 2006 and 2005, respectively, which is included in the total investment appreciation discussed in Note 3. | ||
6. | FEDERAL INCOME TAX STATUS | |
The Internal Revenue Service has determined, and informed the Bank by a letter dated November 20, 1992, that the Plan and related trust are designed in accordance with applicable regulations of the Internal Revenue Code (IRC). The Plan has been amended since receiving the determination letter. However, the Plan Administrator believes that the Plan is designed and is currently being operated in compliance with the applicable requirements of the IRC and the Plan continues to be tax exempt. Therefore, no provision for income taxes has been included in the financial statements. |
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(c) | ||||||||||||||||
(b) | Description of Investment, | |||||||||||||||
Identity | Including Maturity Date, | |||||||||||||||
of Issuer, Borrower, | Rate of Interest, Collateral, | (d) | (e) | |||||||||||||
(a) | Lessor or Similar Party | Par or Maturity Value | Cost | Value | ||||||||||||
Davis NY Venture Fund |
Mutual Fund | * | $ | 1,373,322 | ||||||||||||
Euro Pacific Growth Fund |
Mutual Fund | * | 1,018,109 | |||||||||||||
Stable Value Fund |
Common / Collective Trust | * | 657,969 | |||||||||||||
* | * | Jennison Growth Fund |
Mutual Fund | * | 573,586 | |||||||||||
Goldman Sachs Mid Cap Fund |
Mutual Fund | * | 483,033 | |||||||||||||
Van Kampen Equity Income Fund |
Mutual Fund | * | 478,058 | |||||||||||||
PIMCO Total Return Fund |
Mutual Fund | * | 473,920 | |||||||||||||
Franklin Small Cap Fund |
Mutual Fund | * | 394,999 | |||||||||||||
Goldman Sachs Small Cap Fund |
Mutual Fund | * | 246,070 | |||||||||||||
* | * | US Emerging Growth Fund |
Mutual Fund | * | 218,125 | |||||||||||
* | * | Dryden Stock Index Fund |
Mutual Fund | * | 171,428 | |||||||||||
Growth Fund of America |
Mutual Fund | * | 122,955 | |||||||||||||
Fidelity Adv Small Cap Fund |
Mutual Fund | * | 24,917 | |||||||||||||
* | * | Plumas Bancorp |
Common Stock 102,900 shares | * | 1,534,242 | |||||||||||
* | * | Participant Loans |
Maturing at various dates through | |||||||||||||
December 2011 at interest rates | ||||||||||||||||
ranging from 5.25% to 9.25% | 175,562 | |||||||||||||||
$ | 7,946,295 | |||||||||||||||
* | Information regarding the cost of investments at December 31, 2006 is not required as investments are participant directed. | |
** | Party-in-interest to the Plan. |
10
Plumas Bank 401(k) Profit Sharing Plan
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Date: June 28, 2007
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/s/ Andrew J. Ryback
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EVP/Chief Financial Officer |
Exhibit | Description | |
23.1
|
Consent of Perry-Smith LLP, Independent Registered Public Accounting Firm |