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

1. Effective November 14, 2012, Kenneth R. Lehman was elected as a director of the registrant and its wholly-owed subsidiary, First Capital Bank (the "Bank"). Mr. Lehman was elected as a Class III director. The current term of the Class III directors expires at the registrant's 2015 annual meeting of stockholders.

There is no arrangement or understanding between Mr. Lehman and any other person pursuant to which Mr. Lehman was elected as a director of the registrant. Furthermore, there are no existing transactions between Mr. Lehman and the registrant or any material plan, contract or arrangement between Mr. Lehman, in his capacity as a director, and the registrant to be disclosed.

Mr. Lehman will be voted on at the registrant's 2013 Annual Meeting of Stockholders.

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