Warburg Pincus plans sale of 4.25M BANC shares

Warburg Pincus LLC has filed to sell up to 4,250,000 shares of BANC common stock.

Rhea-AI Filing Summary

Warburg Pincus LLC has filed to sell up to 4,250,000 shares of BANC common stock. The planned sale is to be executed through Wells Fargo Clearing Services on the NYSE, with an approximate sale date of 02/13/2026 and an aggregate market value of $85,000,000 based on the filing.

The filing states that these common shares were acquired on 11/30/2023 as merger consideration from the issuer. As of the filing, 150,826,368 shares of the issuer’s common stock were outstanding. Over the past three months, Warburg Pincus LLC previously sold 10,850,000 common shares on 02/02/2026 for gross proceeds of $217,000,000.

FAQ

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

What does the BANC Form 144 filing by Warburg Pincus disclose?

The Form 144 shows Warburg Pincus LLC intends to sell up to 4,250,000 BANC common shares on the NYSE. The filing also details prior sales, acquisition date, and that the shares were originally received as merger consideration from the issuer.

How many BANC shares does Warburg Pincus plan to sell under this Form 144?

Warburg Pincus LLC plans to sell up to 4,250,000 shares of BANC common stock. The filing lists an aggregate market value of $85,000,000 for this block, based on the figures provided, with trading expected on the NYSE around 02/13/2026.

When and how did Warburg Pincus acquire the BANC shares being sold?

The shares were acquired on 11/30/2023 in connection with a merger, described as “securities acquired in a merger.” The issuer itself is listed as the source, and the consideration is identified as “Merger Consideration” for all 4,250,000 common shares.

What prior BANC share sales by Warburg Pincus are reported in the last three months?

The filing reports that Warburg Pincus LLC sold 10,850,000 BANC common shares on 02/02/2026. These sales generated gross proceeds of $217,000,000, and are disclosed as required sales activity during the three months preceding the new planned transaction.

Which broker and exchange are involved in the proposed BANC share sale?

The proposed sale will use Wells Fargo Clearing Services as broker, with its address listed in St. Louis, Missouri. The shares are planned to be sold on the NYSE, and the filing specifies BANC common stock as the security being sold.

How many BANC shares are outstanding according to this Form 144?

The filing states that 150,826,368 shares of the issuer’s common stock are outstanding. This figure provides context for the planned 4,250,000-share sale, indicating the overall size of the issuer’s equity base at the time of the notice.

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

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Accepted by SEC EDGAR 02/13/2026 - 06:35 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	Wells Fargo Clearing Services 1 North Jefferson Ave. St. Louis MO 63103	4250000	85000000	150826368	02/13/2026	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	Issuer			4250000	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

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
Warburg Pincus LLC 450 Lexington Ave New York NY 10017	Common Stock	02/02/2026	10850000	217000000

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	02/13/2026
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/ Harsha Marti
ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)