EXECUTIVE EMPLOYMENT AGREEMENT

Exhibit 10.3

EXECUTIVE EMPLOYMENT AGREEMENT

This EXECUTIVE EMPLOYMENT AGREEMENT (the “ Agreement ”) is made and entered into as of the 9th day of May 2008, by and between Gateway Pacific Bank (in organization), a California state-chartered bank (the “ Bank ”), and Kirk Colburn, an individual resident of the State of California (the “ Executive ”) (the signatories to this Agreement will be referred to jointly as the “ Parties ”).

WITNESSETH:

WHEREAS, the Executive has considerable experience, expertise and training in management related to banking and services offered by the Bank; and

WHEREAS, the Executive has also served as a consultant in forming the Bank pursuant to the terms and conditions of that certain Consulting Agreement dated October 11, 2007 (“ Consulting Agreement ”) between the Executive and Venture One Holdings, Inc. (“ Venture One ”);

WHEREAS, the Bank desires for the Executive to be employed as Senior Vice President and Chief Financial Officer of the Bank, and the Executive desires to accept employment, subject to and on the terms and conditions set forth in this Agreement; and

WHEREAS, both the Bank and the Executive have read and understood the terms and provisions set forth in this Agreement and have been afforded a reasonable opportunity to review this Agreement with their respective legal counsel.

NOW, THEREFORE, in consideration of the mutual promises and covenants set forth in this Agreement, and for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Executive and the Bank agree as follows:

1. Term of Employment . This Agreement shall become effective (the “ Effective Date ”) the first day the Bank opens for business and shall continue in effect until terminated (the “ Term of Employment ”). The Executive’s employment with the Bank can be terminated at the will of either the Executive or the Bank at any time, with or without notice, and with or without Cause. There are no agreements between the Executive and the Bank contrary to the Executive’s at-will status. Neither a board member nor a manager, supervisor, employee or agent of the Bank is authorized to alter the Executive’s at-will status, except in a writing signed both by the chairman of the board and the Executive following adoption of a resolution by the board of directors of the Bank (the “ Board of Directors ”) authorizing the specific change reflected in such writing and authorizing the chairman to sign such writing. The Executive’s employment with the Bank shall automatically terminate at the end of the Term of Employment. Notwithstanding the foregoing, if the Bank does not open for business prior to April 30, 2009, this Agreement shall terminate automatically.

2. Duties and Authority .

(a) During the Term of Employment, the Executive shall be an employee of the Bank and shall serve as the Senior Vice President and Chief Financial Officer of the Bank and its holding company, Gateway Pacific Bancorp (the “ Holding Company ”). The Executive shall perform in a professional manner the authorized and customary duties for the position of Senior Vice President and Chief Financial Officer and such other duties and responsibilities as the Board of Directors or Chief Executive Officer or the Bank or the Holding Company may assign to the Executive from time to time.

(b) The Executive’s initial focus will consist of all duties and responsibilities associated with managing and administering the Bank’s and the Holding Company’s accounting, financial reporting, and operations functions and driving profitable growth to maximize shareholder value. The Executive will also function as the senior management representative to the Board of Directors’ Asset and Liability committee. Specific duties will include but not limited to the following responsibilities:

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(c) During the Term of Employment, the Executive shall devote the Executive’s best efforts and entire productive time, ability and attention to the business operations of the Bank and the Holding Company, and shall not, without the written consent of the Board of Directors, directly or indirectly, alone or as a partner, officer, director, stockholder, employee, or consultant of any other person, entity, association, agency, organization, or institution, engage in any other business or profession which would necessitate the Executive’s giving any portion of his time and effort to such activity. The Executive shall at all times faithfully, with diligence and to the best of the Executive’s ability, experience, and talent, perform all the duties that may be required of and from the Executive pursuant to the express and implicit terms hereof to the reasonable satisfaction of the Bank.

3. Compensation and Benefits . All payments of compensation to the Executive shall be payable by the Bank in accordance with the Bank’s ordinary payroll and other policies and procedures, provided that the Executive’s salary, pursuant to Section 3(a) shall be payable not less frequently than monthly.

(a) Base Salary . During the Term of Employment, the Bank agrees to pay the Executive a base salary (“ Base Salary ”) of not less $11,875.00 per month, appropriately prorated for partial months at the commencement and end of the Term of Employment.

(b) Signing Bonus . Within ten (10) days after the Bank opens for business, the Bank shall pay to the Executive an a bonus equal to Twenty Thousand Dollars ($20,000.00). In the event that the Executive’s employment is terminated for any reason during the first twelve (12) months of the Term of Employment, the Executive shall reimburse the Bank for all Twenty Thousand Dollars ($20,000.00) of such bonus (without deduction) within ten (10) days of termination. To the extent not reimbursed within such time, such amount shall be subject to offset by the Bank against any obligation of the Bank to the Executive, or, in the Bank’s sole discretion, shall bear interest at the maximum amount permitted by law from the date of termination until paid in full with all accrued interest.

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(c) Bonus Programs . The Executive will be entitled to participate in any and all bonus plans of the Bank for its senior executive officers, whether such bonus plans are presently existing or may hereafter be implemented by the Bank. The Executive shall also be entitled to participate in any benefit programs applicable to all employees of the Bank in accordance with the Bank policy and the provisions of said benefit programs.

(d) Medical Benefits . During the Term of Employment, the Bank shall provide to the Executive group medical and dental insurance on the terms provided the employees of the Bank, including premium payment participation, co-payments and deductibles, as determined by the Board of Directors.

(e) Paid Vacation . During the Term of Employment, the Executive shall accrue paid vacation at the rate of twenty (20) days annually (“ Paid Vacation ”). Paid Vacation may be carried over from one calendar year to the next calendar year; provided however, at any time the Executive has accrued a total of twenty (20) days of Paid Vacation, the Executive will cease to accrue further Paid Vacation until the Executive’s accrued Paid Vacation shall have fallen below the maximum accrual amount of twenty (20) days.

(f) Reimbursement of Expenses . During the Term of Employment, the Bank shall promptly pay all reasonable expenses incurred by the Executive for all reasonable travel and other business related expenses incurred by him in performing his obligations under this Agreement in accordance with the Bank’s travel and business expense policy, and any additional guidelines or requirements set by the Board of Directors from time to time and subject to review by the Board of Directors from time to time.

(g) Vehicle Allowance . During the Term of Employment, the Bank shall pay the Executive Five Hundred Dollars ($500.00) per month to cover the expenses of operating a vehicle on the Bank’s business.

(h) Stock Options . The Executive shall receive a number of options to purchase shares of common stock of the Holding Company equal to two percent (2%) of the total number of shares that are fully paid, issued and outstanding at the Effective Date. The exercise price for such options shall be the fair market value thereof at the date of issuance, which the Bank expects to be at the same price as the price for the shares issued in the initial capital offering by the Holding Company. The options shall vest in accordance with the FDIC Statement of Policy regarding Applications for Deposit Insurance, at the rate of no more than one-third per year, shall have a stated term of ten years from the date of issuance, and to the extent permitted by law, shall be treated as incentive stock options. The options shall be evidenced by a stock option agreement, which shall have such terms as are consistent with those set forth above and such additional terms, including with respect to vesting, as may be set forth in the stock option plan pursuant to which the options are granted.

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(i) Witholding . The Bank shall have the right to deduct from any payment of all compensation to the Executive hereunder any federal, state or local taxes and other obligations required by law to be withheld with respect to such payments and any other amounts specifically authorized to be withheld or deducted by the Executive.

4. Compensation After Termination .

(a) Cause, Death, Disability, Resignation, Without Cause . If the Term of Employment is terminated (i) by the Bank for Cause (as defined below) or due to the death or disability of the Executive, (ii) by the Executive or (iii) by the Bank without Cause (subject to subsection (b) below), the Bank shall have no further obligations hereunder or otherwise with respect to the Executive’s employment from and after the termination (except payment of the Executive’s Base Salary accrued through the date of termination) and the Bank shall continue to have all other rights available hereunder.

(b) Change of Control . If a Change of Control (as defined below) occurs, and within Six (6) months thereafter the Term of Employment is terminated by the Bank without Cause, if and when a full and complete release of claims against the Bank and its affiliates in the form of Exhibit A is fully effective and is delivered within Five (5) days of termination, and provided the Executive has not instituted any suit, arbitration or other dispute resolution procedure and is not otherwise in breach of this Agreement, the Executive shall be entitled to receive as severance pay (in addition to the payment of the Base Salary through the date of termination), an amount equal to Six (6) months of the Executive’s then payable Base Salary, payable within Ten (10) days of the end of the Term of Employment. “ Change of Control ” means a merger, reorganization or consolidation of the Bank or the Holding Company which results in more than fifty percent (50%) of the voting stock of the surviving entity being owned by persons who were not owners of voting stock of the Holding Company prior to the transaction.

(c) Golden Parachute Provisions . Notwithstanding the foregoing, to the extent that the aggregate present value of any or all payments and benefits in the nature of compensation to (or for the benefit of) the Executive provided under this Agreement or otherwise provided to the Executive by or on behalf of the Bank or any affiliate, parent or controlling entity of the Bank, constitute a “parachute payment” under the provisions of Section 280G of the Internal Revenue Code of 1986, as amended (the “ Code ”) and the regulations thereunder, the Parties agrees that the payments or benefits provided to the Executive pursuant to this Agreement shall be reduced (in each case, in such manner as the Executive in his sole discretion shall determine) so that the present value of the total amount received by the Executive that would constitute a “parachute payment” will be one dollar ($1.00) less than three (3) times the Executive’s “base amount” (as defined in Section 280G of the Code) and so that no portion of the payment or benefits received by the Executive would be subject to the excise tax imposed by Section 4999 of the Code.

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(d) Section 409A . Notwithstanding the foregoing, in the event that Code Section 409A (“ 409A ”) applies to any compensation with respect to a separation from service, payment of that compensation shall be delayed if the Executive is a “specified employee,” as defined in 409A(a)(2)(B)(i), and such delayed payment is required by 409A. Such delay shall last six months from the date of separation from service. On the day following the end of such six-month period, the Bank shall make a catch-up payment to the Executive equal to the total amount of such payments that would have been made during the six-month period but for this provision.

(e) Limited Benefits . Except as otherwise specifically provided herein, the Bank shall have no other obligations hereunder or otherwise with respect to the Executive’s employment from and after the termination date, and the Bank shall continue to have all other rights available hereunder.

(f) Nonassignability . Neither the Executive nor any other person or entity shall have any power or right to transfer, assign, anticipate, hypothecate, mortgage, commute, modify, or otherwise encumber in advance any of the rights or benefits of the Executive under this Section 4, nor shall any of said rights or benefits be subject to seizure for the payment of any debts, judgments, alimony or separate maintenance, owed by the Executive or any other person or entity, or be transferable by operation of law in the event of bankruptcy, insolvency or otherwise.

(g) Regulatory Restrictions . The Parties understand and agree that at the time any payment would otherwise be made or benefit provided under Section 4, the Bank will not be permitted and shall not attempt or be obligated to make such a payment if (i) a regulatory authority acting within its authority with respect to the Bank has made a written determination that such payment is illegal, (ii) the Bank is in a conservatorship or receivership or proceedings for the same have been commenced by an appropriate regulatory authority, (iii) the Bank or Holding Company is operating under the terms of a cease and desist order that specifically cites the deficiency of the service of the Executive to the Bank or Holding Company as a ground for imposition of all or part of such order, or (iv) the Bank or Holding Company has been ordered by an appropriate regulatory authority to remove the Executive from office. Among other things, the regulations at 12 C.F.R. Part 30, Appendix A promulgated pursuant to Section 39(a) of the Federal Deposit Insurance Act, and at 12 C.F.R. Part 359, would prohibit a payment in such circumstances.

(h) Offset . Any and all of the compensation and benefits that would otherwise be provided under Section 4 are subject to the Bank’s offset for any liability of the Executive to the Bank or Holding Company to the extent the Board of Directors determines that such liability exists. In addition, without limiting the remedies of the Bank otherwise available under this Agreement or otherwise, all compensation and benefits that would otherwise be payable under Section 4 shall cease as of the date the Executive first violates any of the provisions included in Sections 8, 10 or 11.

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5. Fair and Adequate Compensation . The Bank and the Executive acknowledge that such compensation and the other covenants and agreements of the Bank contained herein are fair and adequate compensation for the Executive’s services, and for the covenants described below.

6. Termination .

(a) Death . If the Executive dies during the Term of Employment and while in the employ of the Bank, this Agreement shall automatically terminate and the Bank shall have no further obligation to the Executive or his estate under this Agreement (other than death benefits payable under the benefit plans referenced in Section 3(c) or Section 3(d)), except that the Bank shall pay the Executive’s estate that portion of the Executive’s Base Salary under Section 3(a) accrued through the date on which the Executive’s death occurred. Such payment of Base Salary to the Executive’s estate shall be made in the same manner as other payroll obligations of the Bank.

(b) Disability .

(i) The Bank may terminate this Agreement if, during the Term of Employment, the Executive shall be prevented from performing his duties hereunder by reason of becoming disabled. For purposes of this Agreement, the term “disabled” shall mean the Executive is unable to engage in any substantial gainful activity by reason of any medically determinable physical or mental impairment that can be expected to result in death or can be expected to last for a continuous period of not less than Twelve (12) months.

(ii) In the event of a termination pursuant to this Section 6(b), the Bank shall be relieved of all its obligations under this Agreement, except that the Bank shall pay to the Executive, or his estate in the event of his subsequent death, the Executive’s Base Salary under Section 3(a) through the date on which such termination shall have occurred, reduced during such period by the amount of any benefits received by the Executive under any disability policy maintained by the Bank and any death benefits payable under the benefit plans then maintained by the Bank. All such payments to the Executive or his estate shall be made in the same manner as other payroll obligations of the Bank.

(c) Discharge for Cause . At any time during the Term of Employment, the Bank may discharge the Executive for Cause and terminate this Agreement by delivering to the Executive a written notice of discharge. The notice of discharge shall set forth the reasons for the Executive’s termination for Cause. For purposes of this Agreement, “ Cause ” shall be defined as the occurrence of any of the following events:

(i) The determination by the Board of Directors that the Executive has committed an act or acts constituting (A) a felony, (B) a breach of fiduciary duty, or (C) fraud;

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(ii) The determination by the Board of Directors that (A) the Executive has failed to follow the policies adopted by the Board of Directors or the board of directors of the Holding Company, other than technical or immaterial failures; (B) the Executive has failed to meet the duties and responsibilities inherent in Section 2 of this Agreement, other than technical or immaterial failures; or (C) the Executive has engaged in such intentional or reckless or negligent actions or omissions that would constitute unsafe or unsound banking practices.;

(iii) The determination by the Board of Directors that the Executive has committed a breach or violation of this Agreement;

(iv) The determination by the Board of Directors that the Executive has engaged in misconduct, whether or not in the course and scope of his employment with the Bank, which shall be defined to mean indecency, dishonesty, unlawful harassment or discrimination, or use of illegal drugs; or

(v) In the event the Executive is prohibited from engaging in the business of banking by any governmental regulatory agency having jurisdiction over the Bank or is removed from any office of the Bank by or upon the order of any such agency.

For purposes of this Agreement, the Executive shall not be deemed to be in breach of this Agreement for his failure to substantially perform his duties under this Agreement where such failure results because the Executive has become disabled within the meaning of Section 6(b). In such a case, termination of the Executive shall be governed by the provisions of Section 6(b).

(d) Discharge Without Cause . At any time during the Term of Employment, the Bank shall be entitled to terminate the Executive’s employment and this Agreement “Without Cause,” by providing him with at least thirty (30) days prior written notice of termination. Any termination of this Agreement which is not for Cause, as defined above in Section 6(c), or which does not result from the death or disability of the Executive, as set forth in Sections 6(a) or 6(b), respectively, shall be deemed to be a termination Without Cause. In the event of a termination Without Cause, subject to Section 4(b), the Bank shall have no further obligation to the Executive under this Agreement, except that the Bank shall pay the Executive that portion o