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It instructs shareholders to surrender stock certificates representing First Associations Bank common stock to American Stock Transfer & Trust Company, LLC as exchange agent in exchange for merger consideration. Cash is adjusted based on gains and expenses, and stock consideration includes a fixed exchange ratio with cash paid in lieu of fractional shares. The document outlines representations, timing, deadlines, and instructions for delivery and return if the merger is delayed or not completed.",{"@graph":63,"@context":118},[64,80,101],{"@type":65,"itemListElement":66},"BreadcrumbList",[67,71,74,77],{"item":68,"name":69,"@type":70,"position":9},"https://docshare.wps.com","Home","ListItem",{"item":72,"name":10,"@type":70,"position":73},"https://docshare.wps.com/template/",2,{"item":75,"name":41,"@type":70,"position":76},"https://docshare.wps.com/template/letters/",3,{"item":78,"name":59,"@type":70,"position":79},"https://docshare.wps.com/template/letter-of-transmittal-to-accompany-certificates-for-shares-of-common-stock-first-associations-bank/306731/",4,{"url":78,"name":59,"@type":81,"image":82,"author":87,"headline":59,"publisher":90,"fileFormat":93,"inLanguage":57,"description":61,"dateModified":94,"datePublished":95,"encodingFormat":93,"isAccessibleForFree":96,"interactionStatistic":97},"DigitalDocument",{"url":83,"@type":84,"width":85,"height":86},"https://docshare.wps.com/thumbnails/letter-of-transmittal-to-accompany-certificates-for-shares-of-common-stock-first-associations-bank/306731.png","ImageObject",442,249,{"name":88,"@type":89},"Dozel","Person",{"url":68,"name":91,"@type":92},"DocShare","Organization","application/pdf","2026-10-07","2026-09-19",true,{"@type":98,"interactionType":99,"userInteractionCount":47},"InteractionCounter",{"@type":100},"ViewAction",{"@type":102,"mainEntity":103},"FAQPage",[104,110,114],{"name":105,"@type":106,"acceptedAnswer":107},"What is the purpose of the Letter of Transmittal?","Question",{"text":108,"@type":109},"It accompanies shareholders’ certificates so they can exchange their First Associations Bank common stock for the merger consideration under the Merger Agreement.","Answer",{"name":111,"@type":106,"acceptedAnswer":112},"How is the merger consideration calculated?",{"text":113,"@type":109},"Each surrendered share includes cash that is adjusted based on specified realized and unrealized gains and a potential downward adjustment for transaction-related expenses, plus 0.646 of Pacific Premier common stock.",{"name":115,"@type":106,"acceptedAnswer":116},"What happens if the exchange agent receives documents after the deadline or if the merger is delayed?",{"text":117,"@type":109},"If received after the pre-closing deadline but after consummation, the exchange agent delivers merger consideration promptly but no later than three business days after receipt. If the merger closes later, the exchange agent retains the certificates until the merger closes or the agreement terminates; if not completed, certificates are returned to the provided address.","https://schema.org",{"og:url":78,"og:type":120,"og:title":59,"og:site_name":91,"og:description":61},"article",{"robots":122,"canonical":78},"index,follow",{"doc_id":124,"site_id":56},306731,1790355305,{"code":4,"msg":5,"data":127},{"doc_id":124,"user_id":128,"nickname":88,"user_avatar":129,"doc_module":9,"category_id":40,"category_name":41,"doc_title":59,"doc_description":61,"doc_content":130,"file_id":131,"file_url":132,"file_type":133,"file_size":134,"view_count":47,"is_deleted":4,"is_public":9,"is_downloadable":9,"audit_status":9,"page_count":15,"language":135,"language_code":57,"site_id":56,"html_lang":57,"table_of_contents":136,"faqs":137,"seo_title":138,"seo_description":61,"update_tm":139,"read_time":79},962085662650,"https://ap-avatar.wpscdn.com/davatar_29158cc5080c5b710cf443261637dec0","LETTER OF TRANSMITTAL  \nTo Accompany Certificates for Shares of Common Stock  \nof  \nFIRST ASSOCIATIONS BANK  \nFirst Associations Bank (“FAB”) entered into an Agreement and Plan of Reorganization, dated as of October 15, 2012 (the “Merger Agreement”), with Pacific Premier Bancorp, Inc. (“Pacific Premier”) and Pacific Premier Bank (“Pacific Premier Bank”), which provides for the merger of FAB with and into Pacific Premier Bank, with Pacific Premier Bank as the surviving institution (the “Merger”). This Letter of Transmittal is being sent to FAB shareholders in accordance with the Merger Agreement for the purpose of providing FAB shareholders with the opportunity to receive their aggregate Merger Consideration (as hereinafter defined). Pursuant to the Merger Agreement, the undersigned hereby surrenders to American Stock Transfer & Trust Company, LLC, as the exchange agent (the “Exchange Agent”), the undersigned’s stock certificate(s) (the “Certificate(s)”) representing shares of FAB common stock (the “Shares”) in exchange for the “Merger Consideration,” which, for each Share surrendered, consists of:  \n•  Cash Consideration: cash in an amount equal to the sum of (i) $19.00 plus (ii) an amount equal to the quotient of (A) the increase or decrease in the sum of (1) the aggregate realized gains (net of any losses) on the sale of any or all of FAB's mortgage-related securities portfolio between the date of the Merger Agreement and the closing date of the Merger and (2) the unrealized gains or losses on such portfolio through the month-end prior to closing of the Merger that are greater or less than $4,577,406, which was the benchmark estimated unrealized gain on such portfolio used in the Merger Agreement, divided by (B) the number of issued and outstanding shares of FAB common stock. In addition, the cash portion of the Merger Consideration is subject to downward adjustment if FAB’s aggregate transaction-related expenses exceed $3.9 million; and  \n• Stock Consideration and Fractional Shares: 0.646 of a share of Pacific Premier common stock. No fractional shares of Pacific Premier common stock will be issued, and in lieu thereof, each holder of FAB common stock who would otherwise be entitled to a fractional share interest will receive an amount in cash, without interest, determined by multiplying such fractional interest by $9.80.  \nBecause the cash portion of the Merger Consideration is subject to adjustment and the exchange ratio for the stock portion of the Merger Consideration is fixed, the aggregate amount of the Merger Consideration will not be known until the closing date of the Merger. For additional information about the Merger and the Merger Consideration, you should carefully read the proxy statement/prospectus mailed to you on or about February 8, 2013, which is part of Pacific Premier’s registration statement on Form S-4 filed with the Securities and Exchange Commission.  \nThis Letter of Transmittal must accompany the Certificate(s) representing your Shares in order to exchange those Shares for the Merger Consideration. See Instructions on the reverse side.  \nThe undersigned hereby represents and warrants that the undersigned has full power and authority to surrender the Certificate(s) surrendered hereby and that the Shares represented by such Certificate(s) are free and clear of all liens, restrictions, charges and encumbrances and that, upon payment therefor in accordance with this Letter of Transmittal, Pacific Premier will not be subject to any adverse claim in respect of such surrendered Certificate(s). The undersigned, upon request, will execute and deliver any additional documents deemed by the Exchange Agent or Pacific Premier to be necessary or desirable in connection with the surrender of the Certificate(s).  \nPursuant to the Merger Agreement, the undersigned encloses herewith and surrenders the following Certificate(s):  \nName(s) and Address of Registered Holder(s)  \nIf there is any error in the name or addre","cbCaigNiMLQvmwOI","https://ap.wps.com/l/cbCaigNiMLQvmwOI","pdf",113093,"English","# Letter of Transmittal\n## Purpose and exchange process\n## Cash and stock/fractional consideration\n## Representations and surrendered certificates\n## Instructions, deadlines, and delivery procedures","[{\"question\":\"What is the purpose of the Letter of Transmittal?\",\"answer\":\"It accompanies shareholders’ certificates so they can exchange their First Associations Bank common stock for the merger consideration under the Merger Agreement.\"},{\"question\":\"How is the merger consideration calculated?\",\"answer\":\"Each surrendered share includes cash that is adjusted based on specified realized and unrealized gains and a potential downward adjustment for transaction-related expenses, plus 0.646 of Pacific Premier common stock.\"},{\"question\":\"What happens if the exchange agent receives documents after the deadline or if the merger is delayed?\",\"answer\":\"If received after the pre-closing deadline but after consummation, the exchange agent delivers merger consideration promptly but no later than three business days after receipt. If the merger closes later, the exchange agent retains the certificates until the merger closes or the agreement terminates; if not completed, certificates are returned to the provided address.\"}]","LETTER OF TRANSMITTAL - To Accompany Certificates for Shares of Common Stock - FIRST ASSOCIATIONS BANK | PDF",1789840595]