Current Report Filing (8-k)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_____________________

FORM 8-K
CURRENT REPORT
Pursuant to
SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934

_______________________

Date of Report (Date of earliest event reported): January 26, 2015

PACIFIC FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)

Washington
(State or other jurisdiction
of incorporation or organization)

000-29829
(SEC File Number)

91-1815009
(IRS Employer
Identification No.)

1101 S. Boone Street
Aberdeen, Washington 98520
(360) 533-8870
(Address, including zip code, and telephone number,
including area code, of Registrant's principal executive offices)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.02.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(d) On January 26, 2014, the Board of Directors (the "Board") of Pacific Financial Corporation (the "Company") announced that it elected Kristi Gundersen to serve as a director of the Company, effective at its February 18, 2015 meeting. Ms. Gundersen was also elected as a director of Bank of the Pacific, the Company’s wholly owned bank subsidiary (the "Bank").

Ms. Gundersen will be compensated for services as a director consistent with the Company's compensation policies for directors generally. A discussion of the Company's director compensation arrangements is included under the heading "Director Compensation for 2013" in the Company's definitive proxy statement for its annual meeting of shareholders held April 23, 2013, filed with the Securities and Exchange Commission on March 28, 2014, and is incorporated by reference into this report.

Ms. Gundersen was appointed to fill a position as a Class “B” director. As such, Ms. Gundersen is expected to next stand for election by shareholders at the Company's 2015 annual meeting of shareholders, consistent with the Company's staggered board of directors. Committee appointments for Ms. Gundersen have not yet been made.

There are no relationships or transactions involving Ms. Gundersen that are required to be disclosed pursuant to Item 404(a) of Regulation S-K.

The press release announcing the election of Ms. Gundersen is filed as Exhibit 99.1 to this report and incorporated by reference.

Item 9.01.

Financial Statements and Exhibits.

(d) Exhibits

Exhibit	Description

99.1	Press release dated January 26, 2015.

- 2 -

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	PACIFIC FINANCIAL CORPORATION
DATED: January 26, 2015	By:	s/ Douglas N. Biddle
		Douglas N. Biddle EVP & Chief Financial Officer

- 3 -

Contacts:
Gary C. Forcum,
Chairman of the Board
Pacific Financial Corporation
360.537.4061

News Release

Kristi Gundersen Appointed to Pacific Financial Corporation Board of Directors

ABERDEEN, WA – January, 26, 2015 – Pacific Financial Corporation (OTCQB: PFLC), the holding company for Bank of the Pacific, today announced that Kristi Gundersen has been appointed to its Board of Directors and the Board of Directors of Bank of the Pacific. She will begin serving her initial one-year term on February 18, 2015.

Kristi Gundersen is a partner of Knutzen Farms, LP, a family-owned business founded in 1894 and headquartered in Washington’s Skagit Valley. Gundersen serves as the Chief Financial Officer and heads up the Sales Division for Knutzen Farms. This diversified agribusiness produces a variety of potatoes, as well as wheat, barley and grass and is operated by the fifth and sixth generations of the Knutzen family.

“Kristi brings many years of outstanding service and expertise in both finance and marketing to our organization,” said Gary C. Forcum, Chairman of the Board. “Her extensive leadership skills complement the experience of our other board members. She is passionate about customer service and believes this is a key component to a successful business.”

Ms. Gundersen has received wide recognition in her field. She is an advisor to the USDA Farm Service Agency and is a member of the board for the United States Potato Board. She is also a member of Kappa Kappa Gamma sorority. She is a past President of the Venture Club of Burlington and was awarded the Venturist of the Year in 2002. Ms. Gundersen earned her Bachelor of Science in Economics at Washington State University and was awarded the WSU Outstanding Home Economist in 1983. She is married with two grown children.

ABOUT PACIFIC FINANCIAL CORPORATION

Pacific Financial Corporation of Aberdeen, Washington, is the bank holding company for Bank of the Pacific, a state chartered and federally insured commercial bank. Bank of the Pacific offers banking products and services to small-to-medium sized businesses and professionals in Washington and Oregon. As of September 30, 2014, the Company had total assets of $715.7 million and operated 18 branches in the communities of Grays Harbor, Pacific, Whatcom, Skagit, Clark and Wahkiakum counties in the State of Washington, and three branches in Clatsop County, Oregon as well as one office in Marion County, Oregon. The Company also operates loan production offices in the communities of Dupont and Burlington in Washington State. Visit the Company's website at www.bankofthepacific.com. Member FDIC

Transmitted on GlobeNewswire on January 26, 2015, at ____a.m. Pacific Time.