Banc of California holder plans sale of 10.85M shares

Banc of California related securities holder plans a major stock sale under Rule 144.

Rhea-AI Filing Summary

Banc of California related securities holder plans a major stock sale under Rule 144. A person for whose account the shares are held filed to sell 10,850,000 shares of Banc of California common stock through Morgan Stanley & Co. LLC on the NYSE, with an approximate sale date of 02/02/2026.

The shares were originally acquired on 11/30/2023 as merger consideration, including stock converted from non‑voting common equivalent shares. As of the notice, 150,826,368 shares of common stock were outstanding, providing context for the size of the planned transaction.

Insights

Equity Capital Markets Analyst

Large Rule 144 sale notice covers about 7% of Banc of California shares.

The notice indicates an intention to sell 10,850,000 Banc of California common shares via Morgan Stanley & Co. LLC on the NYSE around 02/02/2026. The filing ties these shares to merger consideration received on 11/30/2023.

The filing also states that 150,826,368 common shares were outstanding, so the planned sale represents a meaningful portion of the equity base. Actual market impact will depend on execution details and demand at the time of sale, which are not specified here.

The filer represents they are not aware of undisclosed material adverse information about current or prospective operations. Subsequent company disclosures and trading data will show how much of this indicated amount is ultimately sold.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What does the Form 144 filing for BANC disclose?

The Form 144 discloses an intention to sell 10,850,000 shares of Banc of California common stock. The planned sale will be executed through Morgan Stanley & Co. LLC on the NYSE, with an approximate sale date of February 2, 2026.

How large is the planned Banc of California share sale under Rule 144?

The notice covers 10,850,000 common shares of Banc of California. The filing reports that 150,826,368 common shares were outstanding, so this planned transaction represents a significant portion of the company’s equity base compared with the total outstanding shares.

How and where will the BANC shares in this Form 144 be sold?

The filing states the shares are to be sold through Morgan Stanley & Co. LLC, located at 1585 Broadway, New York, NY 10036. The indicated marketplace for the transaction is the NYSE, with an approximate sale date of 02/02/2026.

How were the Banc of California shares in this Form 144 originally acquired?

The 10,850,000 Banc of California common shares were acquired on 11/30/2023 as merger consideration. This includes securities that were converted from non‑voting common equivalent stock of the issuer in connection with that merger transaction.

Does the Form 144 filer claim to know any undisclosed negative information about BANC?

The person for whose account the securities are to be sold represents by signing that they do not know any material adverse information about the issuer’s current or prospective operations that has not been publicly disclosed, as required in the Form 144 representation language.

What does the Form 144 say about recent sales of BANC securities by this holder?

The form includes a section requesting disclosure of all issuer securities sold during the past three months. In the provided excerpt, no specific prior sales amounts or dates are listed, so only the new planned 10,850,000‑share sale is detailed.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 02/02/2026 - 08:38 PM Learn about SEC filing dates

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK	0001162870
Filer CCC	XXXXXXXX
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer	Banc of California, Inc.
SEC File Number	001-35522
Address of Issuer	3 MACARTHUR PLACE Santa Ana CALIFORNIA 92707
Phone	855-361-2262
Name of Person for Whose Account the Securities are To Be Sold	Warburg Pincus LLC
See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.
Relationship to Issuer	Affiliate

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common Stock	Morgan Stanley & Co. LLC 1585 Broadway New York NY 10036	10850000	221123000	150826368	02/02/2026	NYSE

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common Stock	11/30/2023	Securities acquired in a merger, including securities converted from non-voting common equivalent stock of the Issuer acquired in the merger	Issuer			10850000	11/30/2023	Merger Consideration

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Nothing to Report

144: Remarks and Signature

Remarks	(1) Warburg Pincus LLC serves as the investment manager to certain fund entities (the "Sellers") which sold shares covered by this Form 144.
Date of Notice	02/02/2026
ATTENTION:
The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.
Signature	/s/ David Sreter
ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)