ITEM 5.02. DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; APPOINTMENT OF PRINCIPAL OFFICERS.

(d) Pursuant to the Securities Purchase Agreement executed by Endicott Opportunity Partners III, L.P. ("Endicott") and NewBridge Bancorp (the "Company") on November 1, 2012, the Company agreed to cause Endicott's nominee to be elected to the Board of Directors of the Company (the "Board") and the Board of Directors of its wholly-owned subsidiary, NewBridge Bank (the "Bank"), subject to satisfaction of all legal, regulatory, securities listing and governance requirements. Accordingly, on December 19, 2012, the Board elected Endicott's nominee, Donald P. Johnson, to serve as a director of the Company and the Bank until the Company's 2013 Annual Meeting of Shareholders, or until his successor is elected and qualified, or his earlier removal, resignation, death or incapacity. Mr. Johnson has been appointed to the Credit Management Committee of the Board of Directors of the Bank

Other than his nomination by Endicott, described above, and his election as a director of the Company and the Bank, there have been no transactions, nor are there any currently proposed transactions, in which the Company has or is to be a participant and the amount involved exceeds $120,000 and in which Mr. Johnson had or will have a direct or indirect material interest.

A Press Release announcing Mr. Johnson's election is attached to this filing as Exhibit 99.1 and incorporated herein by reference.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS

(d) Exhibits.

Exhibit No. Description of Exhibit

99.1 Press Release of NewBridge Bancorp dated December 21, 2012.