Board of Governors of the Federal Reserve System

Frost Bank, San Antonio, Texas -- to establish a branch at 708 West Rosedale Street, Fort Worth, Texas.
Approved: October 20, 2023

Sovereign Bank, Shawnee, Oklahoma -- to establish a branch at 3480 South Boulevard, Edmond, Oklahoma.
Approved: October 20, 2023

1st Source Bank, South Bend, Indiana -- to establish a branch at 1401 South 11th Street, Niles, Michigan.
Approved: October 16, 2023

BankFirst Financial Services, Macon, Mississippi -- to establish a branch at 2007 Lincoln Road, Hattiesburg, Mississippi.
Approved: October 17, 2023

Santander Holdings USA, Inc., Boston, Massachusetts -- to increase its community welfare investments.
Approved: October 18, 2023

5th Generation Holdings, Inc., Groom, Texas -- to become a bank holding company by acquiring Groom Bancshares, Inc., and thereby acquiring The State National Bank of Groom, both of Groom, Texas. *
Withdrawn: October 10, 2023
*Addition

Vavane, Inc., San Antonio, Texas -- to become a bank holding company by acquiring San Diego Bancshares, Inc., and thereby indirectly acquiring First State Bank of San Diego, both of San Diego, Texas. *
Withdrawn: September 26, 2023
*Addition

U.S. Bancorp, Minneapolis, Minnesota -- relief from certain commitments.
Granted: October 16, 2023

Bank Forward Employee Stock Ownership Plan and Trust, Fargo, North Dakota -- to acquire additional voting shares of Security State Bank Holding Company, and thereby indirectly acquire voting shares of Bank Forward, both of Fargo, North Dakota.
Approved: October 19, 2023

Piedmont Financial Holding Company, Winston-Salem, North Carolina -- to acquire Wake Forest Bancorp, M.H.C., and Wake Forest Bancshares, Inc., and thereby indirectly acquire Wake Forest Federal Savings and Loan Association, all of Wake Forest, North Carolina.
Approved: October 16, 2023

Banc of California, Inc., Santa Ana, California -- to acquire PacWest Bancorp and thereby indirectly acquire Pacific Western Bank, both of Beverly Hills, California.
Approved: October 19, 2023

Comerica Bank, Dallas, Texas -- to make a community development and public welfare investment. *
Approved: October 2, 2023
*Addition

Southern Bankshares, Inc., Claxton, Georgia -- Robert M. Clements, George M. Egan, W. Ross Singletary II, John S. Surface, Scott C. Verlander, Jason Burhyte, Jed V. Davis, Preston H. Haskell III as trustee of the Preston H. Haskell III Revocable Trust, and more, all as a group acting in concert to acquire voting shares of Southern Bankshares, Inc., and thereby indirectly acquire voting shares of The Claxton Bank, Claxton, Georgia.
Permitted: October 17, 2023

Bank Michigan Financial Corporation, Ann Arbor, Michigan -- Sandra Kay Fowler 2023 Irrevocable Trust, Kenneth Fowler, as trustee, both of Lansing, Michigan, to acquire voting shares of Bank Michigan Financial Corporation, and thereby indirectly acquire voting shares of Bank Michigan, Brooklyn, Michigan.
Permitted: October 20, 2023

Falcon Bancorporation, Inc., Memphis, Texas -- Shawn Grubb, Weatherford, Oklahoma, individually, and as co-trustee, and Kenneth Baker as co-trustee of the Derek Joseph Grubb 2012 Trust and the Jordan Alyssa Grubb 2012 Trust, all of Clinton, Oklahoma, and more, to become members of the Shawn Grubb Family Control Group, a group acting in concert to acquire voting shares of Falcon Bancorporation, Inc., and thereby indirectly acquire voting shares of First Bank and Trust of Memphis, Memphis, Texas.
Permitted: October 20, 2023

Hydro Bancshares, Inc., Hydro, Oklahoma -- Shawn Grubb, Weatherford, Oklahoma, and Kenneth Baker as co-trustees of the Derek Joseph Grubb 2012 Trust and the Jordan Alyssa Grubb 2012 Trust, all of Clinton, Oklahoma, and more, to become members of the Shawn Grubb Family Control Group, a group acting in concert to acquire voting shares of Hydro Bancshares, Inc., and thereby indirectly acquire voting shares of Bank of Hydro, Hydro, Oklahoma.
Permitted: October 20, 2023

Rocky Financial Corporation, Cordell, Oklahoma -- Shawn Grubb, Weatherford, Oklahoma, individually, and as co-trustee, and Kenneth Baker as co-trustee of the Derek Joseph Grubb 2012 Trust and the Jordan Alyssa Grubb 2012 Trust, all of Clinton, Oklahoma, and more, to become members of the Shawn Grubb Family Control Group, a group acting in concert to acquire voting shares of Rocky Financial Corporation, and thereby indirectly acquire voting shares of Bank 360, Cordell, Oklahoma.
Permitted: October 20, 2023

Capital Requirements -- extension of comment period until January 16, 2024, on proposed rules to strengthen large bank capital requirements.
Granted: October 19, 2023

Pacific Western Bank, Beverly Hills, California -- to become a member of the Federal Reserve System, and to merge with Banc of California, National Association, Santa Ana, California.
Approved: October 19, 2023

The First National Bank in Carlyle, Carlyle, Illinois -- to become a member of the Federal Reserve System.
Approved: October 17, 2023

Stone Bank, Mountain View, Arkansas -- to become a member of the Federal Reserve System.
Approved: October 20, 2023

UBS Americas Holding LLC, New York, New York -- to make capital distributions in the fourth quarter of 2023 after the occurrence of an event requiring resubmission of its capital plan.
Approved: October 16, 2023

Santander Holdings USA, Inc., Boston, Massachusetts -- application for approval of a proposed internal debt "conversion trigger" that would allow the Board to order the conversion of Santander Holdings USA, Inc.'s eligible long-term debt into common equity tier 1 capital, in accordance with the Board's TLAC (total-loss absorbing capacity) rule.
Granted: October 18, 2023