UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): December 20, 2019

Westamerica Bancorporation

(Exact name of registrant as specified in its charter)


California	001-09383	94-2156203
(State or other jurisdiction of incorporation)	(Commission File No.)	(IRS Employer Identification Number)

1108 Fifth Avenue San Rafael, California		94901
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (707) 863-6000

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Exchange Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, no par value	WABC	The Nasdaq Stock Market, LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). Emerging growth company ☐

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. ☐

Section 5 – Corporate Governance and Management

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Election of Director

On December 19, 2019, the Westamerica Bancorporation Board of Directors nominated Melanie Martella Chiesa to serve as an independent member of the Board of Directors effective January 23, 2020 until her successor is duly nominated, qualified, and elected.

Dr. Chiesa is a partner in her family’s walnut and almond farming operations in Stanislaus County. Dr. Chiesa is an optometrist in private practice at Monte Vista Optometry. Dr. Chiesa graduated from the University of California, Berkeley with a Doctor of Optometry degree. Dr. Chiesa obtained Bachelor of Science degrees in food science and nutrition, functional biology and visual sciences from California State University Fresno. Dr. Chiesa volunteers a significant amount of time to various local philanthropic organizations.

SIGNATURES

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 hereunto duly authorized.


	WESTAMERICA BANCORPORATION
	(Registrant)

Date: December 20, 2019	By:	/s/ John “Robert” Thorson
		John “Robert” Thorson
		Senior Vice President and Chief Financial Officer

Cover	Dec. 20, 2019
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Dec. 20, 2019
Entity File Number	001-09383
Entity Registrant Name	Westamerica Bancorporation
Entity Central Index Key	0000311094
Entity Tax Identification Number	94-2156203
Entity Incorporation, State or Country Code	CA
Entity Address, Address Line One	1108 Fifth Avenue
Entity Address, City or Town	San Rafael
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	94901
City Area Code	(707)
Local Phone Number	863-6000
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, no par value
Trading Symbol	WABC
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false