##### Table of Contents



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, DC 20549
 FORM 10-Q
 QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934
 For the quarterly period ended June 30, 2010
 Commission File No.: 000-50301
 PSB GROUP, INC.
  Michigan
    
    42-1591104(State or other jurisdiction of
    
    (I.R.S. Employer I.D. No.)incorporation or organization)
 1800 East Twelve Mile Road, Madison Heights, Michigan 48071
 (248) 548-2900
  þ o
  o o
  Large accelerated filer o   
    Accelerated filer o
    Non-accelerated filer o
    Smaller reporting company þ(Do not check if a smaller reporting company)
  o þ




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##### 



TABLE OF CONTENTS
 PAGEPART I  FINANCIAL INFORMATION
    
    
    3ITEM 1. FINANCIAL STATEMENTS
    
    
    3ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
    
    
    19ITEM 3: QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
    
    
    25ITEM 4T: CONTROLS AND PROCEDURES
    
    
    26PART II.  OTHER INFORMATION
    
    
    27Item 1. Legal Proceedings
    
    
    27Item 1A. Risk Factors
    
    
    27Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
    
    
    27Item 3. Defaults Upon Senior Securities
    
    
    27Item 4. (RESERVED)
    
    
    27Item 5. Other Information
    
    
    27Item 6. Exhibits
    
    
    27SIGNATURES
    
    
    28EX-10.2EX-31.1EX-31.2EX-32.1EX-32.2
  Information Concerning Forward-Looking Statements
 Statements contained in this Form 10-Q which are not historical facts are forward-looking
statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the
Securities Exchange Act of 1934. These statements involve important known and unknown risks,
uncertainties and other factors and can be identified by phrases using estimate, anticipate,
believe, project, expect, intend, predict, potential, future, may, should and
similar expressions or words. Such forward-looking statements are subject to risk
and uncertainties which could cause actual results to differ materially from those projected. Such
risks and uncertainties include potential changes in interest rates, competitive factors in the
financial services industry, general economic conditions, the effect of new legislation, the
failure of assumptions and estimates underlying the establishment of reserves for possible loan
losses, the failure of assumptions and estimates used in our reviews of our loan portfolio, changes
in the values of residential and commercial real estate, and other risks detailed in documents
filed by the Company with the Securities and Exchange Commission from time to time.
 2




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##### Table of Contents



PART I  FINANCIAL INFORMATION
 
  Application of Critical Accounting Policies
 Allowance
for Loan Losses 
  Accounting for Deferred Taxes 
 3




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##### Table of Contents



PSB Group, Inc.
Consolidated Balance Sheet
 June 30,2010
(unaudited)
    
    
    December 31,2009AssetsCash and cash equivalents
    
    $
    42,567
    
    
    $
    29,260Securities available for sale
    
    
    39,927
    
    
    
    60,031Loans
    
    
    343,480
    
    
    
    354,263Less allowance for possible loan loss
    
    
    (8,061
    )
    
    
    (9,469
    )Net loans
    
    
    335,419
    
    
    
    344,794Loans held for sale
    
    
    794
    
    
    
    774Bank premises and equipment
    
    
    15,253
    
    
    
    15,937Accrued interest receivable
    
    
    2,108
    
    
    
    2,244Other real estate owned
    
    
    7,148
    
    
    
    6,235Other assets
    
    
    2,336
    
    
    
    2,754Total assets
    
    $
    445,552
    
    
    $
    462,029LiabilitiesDeposits:Non-interest bearing
    
    $
    57,490
    
    
    $
    54,647Interest bearing
    
    
    369,165
    
    
    
    388,098Total deposits
    
    
    426,655
    
    
    
    442,745Long-term debt
    
    
    128
    
    
    
    282Accrued taxes, interest and other liabilities
    
    
    2,335
    
    
    
    2,284Total liabilities
    
    
    429,118
    
    
    
    445,311Shareholders EquityCommon stock  no par value  10,000,000
authorized   3,492,784 shares issued and
outstanding at June 30, 2010 and 3,480,110 at
December 31, 2009
    
    
    23,604
    
    
    
    23,692Unearned ESOP benefits
    
    
    (128
    )
    
    
    (282
    )Common stock held in trust
    
    
    (410
    )
    
    
    (410
    )Deferred compensation obligation
    
    
    410
    
    
    
    410Additional
paid in capital  stock options/awards
    
    
    1,350
    
    
    
    1,096Unearned compensation
    
    
    (1,287
    )
    
    
    (1,182
    )Retained earnings
    
    
    (7,481
    )
    
    
    (6,740
    )Accumulated other comprehensive income
    
    
    376
    
    
    
    134Total shareholders equity
    
    
    16,434
    
    
    
    16,718Total liabilities and stockholders equity
    
    $
    445,552
    
    
    $
    462,029
 4




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##### Table of Contents



PSB Group, Inc.
Consolidated Statement of Income (unaudited)
 Three Months Ended
    
    
    Six Months EndedJune 30,
    
    
    June 30,2010
    
    
    2009
    
    
    2010
    
    
    2009Interest Income:Interest and fees on loans
    
    $
    4,789
    
    
    $
    5,632
    
    
    $
    9,757
    
    
    $
    11,478Securities:Taxable
    
    
    589
    
    
    
    592
    
    
    
    1,131
    
    
    
    1,194Tax-exempt
    
    
    11
    
    
    
    54
    
    
    
    37
    
    
    
    109Total interest income
    
    
    5,389
    
    
    
    6,278
    
    
    
    10,925
    
    
    
    12,781Interest expense:Deposits
    
    
    1,223
    
    
    
    2,192
    
    
    
    2,612
    
    
    
    4,482Interest on borrowings
    
    
    
    
    
    
    106
    
    
    
    
    
    
    
    209Total interest expense
    
    
    1,223
    
    
    
    2,298
    
    
    
    2,612
    
    
    
    4,691Net interest income
    
    
    4,166
    
    
    
    3,980
    
    
    
    8,313
    
    
    
    8,090Provision for loan losses
    
    
    1,955
    
    
    
    2,541
    
    
    
    2,341
    
    
    
    4,758Net interest income after provision for
loan losses
    
    
    2,211
    
    
    
    1,439
    
    
    
    5,972
    
    
    
    3,332Other operating income:Service charges on deposit accounts
    
    
    596
    
    
    
    604
    
    
    
    1,204
    
    
    
    1,173Gain on the sale of investment securities
    
    
    222
    
    
    
    847
    
    
    
    226
    
    
    
    1,108Other income
    
    
    480
    
    
    
    471
    
    
    
    1,007
    
    
    
    838Total other income
    
    
    1,298
    
    
    
    1,922
    
    
    
    2,437
    
    
    
    3,119Other operating expense:Salaries and employee benefits
    
    
    1,934
    
    
    
    2,025
    
    
    
    3,716
    
    
    
    4,196Occupancy costs
    
    
    521
    
    
    
    798
    
    
    
    1,273
    
    
    
    1,569Legal and professional
    
    
    430
    
    
    
    312
    
    
    
    996
    
    
    
    745Other real estate owned expense
    
    
    201
    
    
    
    352
    
    
    
    493
    
    
    
    872Marketing expense
    
    
    46
    
    
    
    55
    
    
    
    97
    
    
    
    190FDIC insurance
    
    
    509
    
    
    
    602
    
    
    
    1,171
    
    
    
    797Other operating expense
    
    
    692
    
    
    
    669
    
    
    
    1,404
    
    
    
    1,289Total other operating expenses
    
    
    4,333
    
    
    
    4,813
    
    
    
    9,150
    
    
    
    9,658Loss  before federal income tax (benefit)
    
    
    (824
    )
    
    
    (1,452
    )
    
    
    (741
    )
    
    
    (3,207
    )Federal income tax benefit
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    23Net loss
    
    $
    (824
    )
    
    $
    (1,452
    )
    
    $
    (741
    )
    
    $
    (3,230
    )Loss per average outstanding share of
common stock  Basic
    
    $
    (.24
    )
    
    $
    (.42
    )
    
    $
    (.21
    )
    
    $
    (.93
    )Fully diluted
    
    
    (.24
    )
    
    
    (.42
    )
    
    
    (.21
    )
    
    
    (.93
    )Cash dividends per share
    
    $
    .00
    
    
    $
    .00
    
    
    $
    .00
    
    
    $
    .00
 5




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##### Table of Contents



PSB Group, Inc.  Consolidated Statement of Comprehensive Income (unaudited)
 Six Months EndedJune 30,2010
    
    
    2009Net loss
    
    $
    (741
    )
    
    $
    (3,230
    )Other comprehensive income (loss):Change in unrealized loss on securities
available for sale, net of tax
    
    
    468
    
    
    
    114Less reclassification adjustment for gains
included in net loss
    
    
    (226
    )
    
    
    (1,108
    )Other comprehensive income (loss)
    
    
    242
    
    
    
    (994
    )Comprehensive loss
    
    $
    (499
    )
    
    $
    (4,224
    )
 6




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##### Table of Contents



Six Months Ended June 30, 2010
(in thousands, except share data)
 Unearned
    
    
    Common
    
    
    Deferred
    
    
    Addl Paid in
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    TotalNumber of
    
    
    Common
    
    
    ESOP
    
    
    Stock
    
    
    Comp.
    
    
    Capital - Stock
    
    
    Unearned
    
    
    Retained
    
    
    Accumulated
    
    
    ShareholdersShares
    
    
    Stock
    
    
    Benefits
    
    
    Held in Trust
    
    
    Obligation
    
    
    Options/Awards
    
    
    Compensation
    
    
    Earnings
    
    
    OCI
    
    
    EquityBalance  December 31, 2009
    
    
    3,480,110
    
    
    $
    23,692
    
    
    $
    (282
    )
    
    $
    (410
    )
    
    $
    410
    
    
    $
    1,096
    
    
    $
    (1,182
    )
    
    $
    (6,740
    )
    
    $
    134
    
    
    $
    16,718Net income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (741
    )
    
    
    
    
    
    
    (741
    )Change in Other
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    242
    
    
    
    242Comprehensive IncomeComprehensive Income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (499
    )Earned ESOP Benefit
    
    
    
    
    
    
    
    
    
    
    154
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    154Restricted Stock Awards
(net of cancellations)
    
    
    12,674
    
    
    
    (88
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (88
    )Additional paid in capital
stock options and awards
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    254
    
    
    
    (105
    )
    
    
    
    
    
    
    
    
    
    
    149Balance  June 30, 2010
    
    
    3,492,784
    
    
    $
    23,604
    
    
    $
    (128
    )
    
    $
    (410
    )
    
    $
    410
    
    
    $
    1,350
    
    
    $
    (1,287
    )
    
    $
    (7,481
    )
    
    $
    376
    
    
    $
    16,434
 7




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##### Table of Contents



PSB Group, Inc.  Consolidated Statement of Cash Flows (Unaudited)
 Six Months EndedJune 30,2010
    
    
    2009Net cash provided by operating activities:
    
    $
    1,597
    
    
    $
    2,206Cash flow from investing activities:Purchase of securities available for sale
    
    
    (25,795
    )
    
    
    (67,602
    )Proceeds from maturities of securities available for sale
    
    
    7,039
    
    
    
    6,127Proceeds from sale of securities available for sale
    
    
    39,129
    
    
    
    33,242Net decrease (increase) in loans
    
    
    7,014
    
    
    
    (1,044
    )Proceeds from sale of fixed assets
    
    
    591
    
    
    
    Capital expenditures
    
    
    (178
    )
    
    
    (2,884
    )Net cash provided by (used in) investing activities
    
    
    27,800
    
    
    
    (32,161
    )Cash flow from financing activities:Net increase (decrease) in deposits
    
    
    (16,090
    )
    
    
    32,830Repurchase of common stock
    
    
    
    
    
    
    (52
    )Net cash (used in ) provided by financing activities
    
    
    (16.090
    )
    
    
    32,778Net increase in cash
    
    
    13,307
    
    
    
    2,823Cash and Cash Equivalents  Beginning of period
    
    
    29,260
    
    
    
    12,268Cash and Cash Equivalents  End of period
    
    $
    42,567
    
    
    $
    15,091Supplemental Information Cash paid (received) for:Interest
    
    $
    2,666
    
    
    $
    4,747Taxes
    
    $
    
    
    
    $
    (250
    )
 8




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##### Table of Contents



PSB Group, Inc.
Notes to Consolidated Financial Statements (unaudited)
 Note 1  Basis of Presentation
   Note 2  Securities
  June 30, 2010Gross
    
    
    Gross
    
    
    EstimatedAmortized
    
    
    Unrealized
    
    
    Unrealized
    
    
    MarketCost
    
    
    Gains
    
    
    Losses
    
    
    ValueAvailablefor-sale securities:U.S. treasury securities and
obligations of U.S. government
corporations and agencies
    
    $
    20,691
    
    
    $
    149
    
    
    $
    (66
    )
    
    $
    20,774Obligations of state and political
subdivisions
    
    
    16.828
    
    
    
    362
    
    
    
    (19
    )
    
    
    17,171Corporate debt securities
    
    
    500
    
    
    
    
    
    
    
    (50
    )
    
    
    450Other
    
    
    1,532
    
    
    
    
    
    
    
    
    
    
    
    1,532Total available-for-sale securities
    
    $
    39,551
    
    
    $
    511
    
    
    $
    (135
    )
    
    $
    39,927
 9




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##### Table of Contents



December 31, 2009Gross
    
    
    Gross
    
    
    EstimatedAmortized
    
    
    Unrealized
    
    
    Unrealized
    
    
    MarketCost
    
    
    Gains
    
    
    Losses
    
    
    ValueAvailable-for-sale securities:U.S. Treasury securities and
obligations of U.S. government
corporations and agencies
    
    $
    39,946
    
    
    $
    302
    
    
    $
    (93
    )
    
    $
    40,155Obligations of state and political
subdivisions
    
    
    17,919
    
    
    
    116
    
    
    
    (141
    )
    
    
    17,894Corporate debt securities
    
    
    500
    
    
    
    
    
    
    
    (50
    )
    
    
    450Other
    
    
    1,532
    
    
    
    
    
    
    
    
    
    
    
    1,532Total available-for-sale securities
    
    $
    59,897
    
    
    $
    418
    
    
    $
    (284
    )
    
    $
    60,031
  Available for SaleAmortized
    
    
    MarketCost
    
    
    ValueDue in one year or less
    
    $
    10,800
    
    
    $
    10,896Due in one year through five years
    
    
    8,690
    
    
    
    8,740Due after five years through ten years
    
    
    75
    
    
    
    75Due after ten years
    
    
    7,126
    
    
    
    7,26226,691
    
    
    
    26,973Federal agency pools
    
    
    11,328
    
    
    
    11,422Other
    
    
    1,532
    
    
    
    1,532Total
    
    $
    39,551
    
    
    $
    39,927
  10




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Note 3  Loans
  June 30,
    
    
    December 31,2010
    
    
    2009Commercial Real Estate
    
    $
    226,612
    
    
    $
    230,053Residential Mortgages
    
    
    78,956
    
    
    
    81,887Commercial
    
    
    32,305
    
    
    
    36,268Consumer
    
    
    5,607
    
    
    
    6,055Total
    
    $
    343,480
    
    
    $
    354,263
  June 30,
    
    
    December 31,2010
    
    
    2009Non-accrual loans
    
    $
    41,980
    
    
    $
    38,026Loans past due 90 or more days and still accruing
    
    
    33
    
    
    
    8Restructured debt
    
    
    32,485
    
    
    
    25,118Total non-performing loans
    
    
    74,498
    
    
    
    63,152Other real estate owned
    
    
    7,148
    
    
    
    6,235Total non-performing assets
    
    $
    81,646
    
    
    $
    69,387Total non-performing loans to total loans
    
    
    21.69
    %
    
    
    17.83
    %Total non-performing assets to total assets
    
    
    18.33
    %
    
    
    15.02
    %
 11




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##### Table of Contents



Note 4  Allowance for Possible Loan Losses
  Six Months
    
    
    Year EndedEnded
    
    
    December 31,June 30, 2010
    
    
    2009Loan loss balance  Beginning of period
    
    $
    9,469
    
    
    $
    $7,116Provision for loan losses
    
    
    2,341
    
    
    
    16,169Charge-offs
    
    
    (4,011
    )
    
    
    (14,270
    )Recoveries
    
    
    262
    
    
    
    454Loan loss balance  End of period
    
    $
    8,061
    
    
    $
    9,469Allowance as a % of total loans
    
    
    2.35
    %
    
    
    2.67
    %Allowance as a % of total non-performing loans
    
    
    10.82
    %
    
    
    14.99
    %
  Note 5  Fair Value Measurements
      12




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Ouoted Pricesin Active Markets
    
    
    Significant Other
    
    
    Significantfor Identical Assets
    
    
    Observable Inputs
    
    
    Unobservable Inputs
    
    
    Balance at(Level 1)
    
    
    (Level 2)
    
    
    (Level 3)
    
    
    June 30, 2010Assets:Investment securities
available-for-sale:U.S. treasury securities
    
    $
    1,006
    
    
    $
    
    
    
    $
    
    
    
    $
    1,006U.S. governnment corporations
and agencies
    
    
    
    
    
    
    19,768
    
    
    
    
    
    
    $
    19,768Obligations of state and political
subdivisions
    
    
    
    
    
    
    17,171
    
    
    
    
    
    
    
    17,171Corporate debt securities
    
    
    
    
    
    
    
    
    
    
    450
    
    
    
    450Other
    
    
    
    
    
    
    1,532
    
    
    
    
    
    
    
    1,532Total available-for-sale securities
    
    $
    1,006
    
    
    $
    38,471
    
    
    $
    450
    
    
    $
    39,927
 
 Investmentsecurities - available-for-saleBalance at December 31, 2009
    
    $
    450Total realized and unrealized gains (losses) included in income
    
    
    Total unrealized gains (losses) included in other
comprehensive income
    
    
    Net purchases, sales, calls and maturities
    
    
    Net transfers in/out of Level 3
    
    
    Balance at June 30, 2010
    
    $
    450
 Investment Securities Available for Sale.
 13




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##### Table of Contents



TotalSignificant
    
    
    
    
    
    Losses forQuoted Prices in
    
    Other
    
    Significant
    
    the periodBalance
    
    Active Markets
    
    Observable
    
    Unobservable
    
    endedJune 30,
    
    For Identical
    
    Inputs
    
    Inputs
    
    June 30,2010
    
    Assets (Level 1)
    
    (Level 2)
    
    (Level 3)
    
    2010AssetsImpaired loans
accounted for under
FAS 114
    
    $
    46,328
    
    
    $
    
    
    
    $
    
    
    
    $
    46,328
    
    
    $
    1,587Other Real Estate
Owned
    
    $
    7,148
    
    
    $
    
    
    
    $
    
    
    
    $
    7,148
    
    
    $
    212
 14




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##### Table of Contents



Impaired Loans.
 Other Real Estate
  Note 6  Earnings per Share
   15




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##### Table of Contents



Three Months Ended
    
    
    Six Months EndedJune 30,
    
    
    June 30,2010
    
    
    2009
    
    
    2010
    
    
    2009Net income (loss)
    
    $
    (824
    )
    
    $
    (1,452
    )
    
    $
    (741
    )
    
    $
    (3,230
    )Average number of common shares outstanding used
to calculate basic earnings per common share
    
    
    3,493,682
    
    
    
    3,476,267
    
    
    
    3,494,365
    
    
    
    3,476,067Effect of dilutive securities
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Average number of common shares outstanding used
to calculate diluted earnings per common share
    
    
    3,493,682
    
    
    
    3,476,267
    
    
    
    3,494,365
    
    
    
    3,476,067Number of anti-dilutive stock options excluded from
    
    
    131,293
    
    
    
    145,293
    
    
    
    131,293
    
    
    
    145,293
 Note 7  Fair Value of Financial Instruments
   Cash and Cash Equivalents
 Securities
 Loans Held for Sale
 Loans Receivable
 16




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Deposit Liabilities
 Long-term Borrowings
 Short-term Borrowings
 Accrued Interest
 Other Instruments
  17




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June 30, 2010
    
    December 31, 2009Estimated
    
    
    
    
    
    EstimatedCarrying
    
    Fair
    
    Carrying
    
    FairAmount
    
    Value
    
    Amount
    
    ValueAssets:Cash and short-term
investments
    
    $
    42,567
    
    
    $
    42,567
    
    
    $
    29,260
    
    
    $
    29,260Securities
    
    
    39,927
    
    
    
    39,927
    
    
    
    60,031
    
    
    
    60,031Loans
    
    
    335,419
    
    
    
    345,013
    
    
    
    344,794
    
    
    
    357,800Loans held for sale
    
    
    794
    
    
    
    815
    
    
    
    774
    
    
    
    794Accrued interest receivable
    
    
    2,108
    
    
    
    2,108
    
    
    
    2,244
    
    
    
    2,244Liabilities:Noninterest-bearing deposits
    
    
    57,490
    
    
    
    57,490
    
    
    
    54,647
    
    
    
    54,647Interest-bearing deposits
    
    
    369,165
    
    
    
    371,137
    
    
    
    388,098
    
    
    
    390,331Long-term debt
    
    
    128
    
    
    
    128
    
    
    
    282
    
    
    
    282Accrued interest payable
    
    
    167
    
    
    
    167
    
    
    
    221
    
    
    
    221
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##### Table of Contents



ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
 Overview
 .
      19




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Recent Events
    n
    
    The Bank shall have and retain qualified management.n
    
    The Board of directors shall assume full responsibility for the approval of sound
policies and objectives and for the supervision of all of the Banks activities.n
    
    Increase the Banks level of Tier 1 capital as a percentage of total assets to at least
8 percent.n
    
    Charge off any loans classified as loss.n
    
    Prohibit the extension of credit to borrowers that have had loans with the Bank that
were classified substandard, doubtful or special mention without prior board
approval.n
    
    Prohibit the extension of credit to borrowers that have had loans charged off or
classified as loss in exam reports.n
    
    The Bank may not declare or pay any cash dividend without prior written consent of the
FDIC and OFIR.n
    
    Prior to submission or publication of all Reports of Condition, the Board shall review
the adequacy of the Banks Allowance for Loan and Lease Losses.n
    
    Within 30 days of the effective date of the Stipulation and Order, the Bank shall
eliminate and/or correct all violations of law, rule, and regulations.n
    
    Within 60 days from the effective date of the Stipulation and Order, the Bank shall
correct all deficiencies in the loans listed for Special Mention.n
    
    Prepare and submit progress reports the FDIC and OFIR.
  20




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Financial Condition
    21




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Financial Results
 Three Months Ended June 30, 2010
     22




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##### Table of Contents



Six Months Ended June 30, 2010
    23




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Liquidity
  24




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Off Balance Sheet Arrangements and Contractual Obligations
  Capital Resources
  Tier 1 capital
    
    $
    16,537Total capital
    
    $
    20,895Tier 1 capital to risk-weighted assets
    
    
    4.79
    %Total capital to risk-weighted assets
    
    
    6.06
    %Tier 1 capital to average assets
    
    
    3.62
    %
  
   25




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(a) Disclosure controls and procedures.
 (b) Internal controls.
 26




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##### Table of Contents



PART II. OTHER INFORMATION
 
 Item 1. Legal Proceedings
  
 Item 1A. Risk Factors
  
 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
  
 Item 3. Defaults Upon Senior Securities
  
 Item 4. (RESERVED)
 
 Item 5. Other Information
  
 Item 6. Exhibits
  Exhibit 10.1
    
    Employment Agreement with Henry R. Thiemann (incorporated by
reference from current report on Form 8-K filed on April 27, 2010)Exhibit 10.2
    
    First Amendment to Employment
Agreement dated June 30, 2010 (Henry
R. Thiemann)Exhibit 31.1
    
    Certification of Henry R. Thiemann required by Rule 13a  14(a)Exhibit 31.2
    
    Certification of David A. Wilson required by Rule 13a  14(a)Exhibit 32.1
    
    Certification of Henry R. Thiemann required by Rule 13a  14(b)
and Section 906 of the Sarbanes  Oxley Act of 2002, 18 U.S.C. Section
1350Exhibit 32.2
    
    Certification of David A. Wilson required by Rule 13a  14(b)
and Section 906 of the Sarbanes  Oxley Act of 2002, 18 U.S.C. Section
1350
 27




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SIGNATURES
  PSB GROUP, INC.Date:   July 26, 2010

/s/ Henry R. ThiemannHenry R. ThiemannPresident and Chief Executive OfficerDate:  July 26, 2010

/s/ David A. WilsonDavid A. WilsonChief Financial Officer 28




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##### Table of Contents



EXHIBIT INDEX
 Exhibit 10.1
    
    Employment Agreement with Henry R. Thiemann (incorporated by reference from current
report on Form 8-K filed on April 27, 2010)Exhibit 10.2
    
    First Amendment to Employment
Agreement dated June 30, 2010 (Henry R. Thiemann)Exhibit 31.1
    
    Certification of Henry R. Thiemann required by Rule 13a  14(a)Exhibit 31.2
    
    Certification of David A. Wilson required by Rule 13a  14(a)Exhibit 32.1
    
    Certification of Henry R. Thiemann required by Rule 13a  14(b) and Section 906 of the
Sarbanes  Oxley Act of 2002, 18 U.S.C. Section 1350Exhibit 32.2
    
    Certification of David A. Wilson required by Rule 13a  14(b) and Section 906 of the
Sarbanes  Oxley Act of 2002, 18 U.S.C. Section 1350