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[Form 4/A] BANC OF CALIFORNIA, INC. Amended Insider Trading Activity

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4/A
Rhea-AI Filing Summary

Richard J. Lashley, a director of Banc of California, Inc. (BANC), filed an amended Form 4 reporting an internal transfer on 09/17/2025. The amendment corrects the original filing to show a bona fide gift of 29,825 common shares to his spouse at no consideration.

The filing shows post-transaction holdings including 35,708 shares held directly by Mr. Lashley, 29,825 shares held indirectly by his spouse, 668,939 shares reported via Goodbody/PL Capital, LLC, 2,280,280 shares via PL Capital, LLC, and 10,000 shares in a ROTH IRA. It also reports 10,000 depositary shares of Series F preferred stock held indirectly by Goodbody/PL Capital, LLC. The filing disclaims full beneficial ownership of partnership-held shares except to the extent of pecuniary interest.

Positive
  • Amendment filed to correct an omission, improving disclosure accuracy
  • Clear explanation that 29,825 shares were a bona fide gift to spouse at no consideration
  • Detailed reporting of indirect holdings through Goodbody/PL Capital, LLC and PL Capital, LLC
Negative
  • Reduction in directly reported shares by 29,825 due to the gift
  • Complex ownership via partnerships may make precise beneficial ownership attribution impractical

Insights

TL;DR: Routine insider disclosure correcting a previously omitted spousal transfer; no new purchases or sales for personal gain reported.

The amendment clarifies that 29,825 common shares were gifted to the reporting person's spouse and were inadvertently omitted from the original filing. The reporting person retains substantial indirect exposure through two affiliated entities totaling 2,949,219 reported common shares and a small direct holding. From a governance perspective, timely correction improves disclosure compliance; the transaction itself is a personal estate/planning transfer rather than an economic divestiture.

TL;DR: Amended Form 4 is a corrective disclosure showing a non‑monetary gift; it is immaterial to company capital structure.

The filing documents a gift of 29,825 shares on 09/17/2025 and restates holdings across direct, spousal, and affiliated entity accounts. No option exercises, purchases, or proceeds are reported. For investors, this is administrative and does not indicate trading activity tied to company performance. The detailed entity disclosures and the disclaimer about pecuniary interest help clarify indirect exposure for valuation analysis.

SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
LASHLEY RICHARD J

(Last) (First) (Middle)
C/O BANC OF CALIFORNIA, INC.
3 MACARTHUR PLACE

(Street)
SANTA ANA CA 92707

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
BANC OF CALIFORNIA, INC. [ BANC ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
09/17/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
09/17/2025
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 09/17/2025 G(1) 29,825 D $0.00 35,708 D
Common Stock 09/17/2025 G(1) 29,825 A $0.00 29,825 I By Spouse
Common Stock 668,939 I By Goodbody/PL Capital, LLC(2)
Common Stock 2,280,280 I By PL Capital, LLC(3)
Common Stock 10,000 I By Richard Lashley ROTH IRA
Depositary Shares of Series F Preferred Stock 10,000 I By Goodbody/PL Capital, LLC(2)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. Represents a bona fide gift for no consideration from the Reporting Person to his spouse.
2. Goodbody/PL Capital, LLC is a Delaware limited liability company and the sole General Partner of Goodbody/PL Capital, L.P., a Delaware limited partnership. The Reporting Person is the holder of a 50% equity interest in, and one of two Managing Members of, Goodbody/PL Capital, LLC. He reports all shares held by the limited partnership as it is impractical to determine his proportionate interest in such limited partnerships, which may include interests he holds as a direct or indirect limited partner. The Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
3. PL Capital, LLC is a Delaware limited liability company and the sole General Partner of Financial Edge Fund, L.P., Financial Edge-Strategic Fund, L.P., PL Capital Plus Fund, L.P., and PL Capital/Focused Fund, L.P., each a Delaware limited partnership. The Reporting Person is the holder of a 50% equity interest in, and one of two Managing Members of, PL Capital, LLC. He reports all shares held by the limited partnerships as it is impractical to determine his proportionate interest in such limited partnerships, which may include interests he holds as a direct or indirect limited partner. The Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
Remarks:
This Form 4/A amends and restates the original Form 4 filed by the Reporting Person on September 17, 2025 ("Original Form 4") to include the shares acquired by the Reporting Person's spouse in the reported transfer that were inadvertently excluded from the Original Form 4.
/s/ Ido Dotan, Attorney-in-Fact for Richard J Lashley 09/18/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did Richard J. Lashley report on the amended Form 4 for BANC?

The amendment reports a gift of 29,825 common shares to his spouse on 09/17/2025 and restates his related holdings.

How many BANC shares does Lashley report indirectly through affiliated entities?

He reports 668,939 shares via Goodbody/PL Capital, LLC and 2,280,280 shares via PL Capital, LLC.

Does the Form 4/A show any cash proceeds or sales by Lashley?

No; the reported transfer was a bona fide gift at a price of $0.00, and no sales for proceeds are reported.

Are there any derivative transactions disclosed in this filing?

No derivative securities transactions are reported; the filing only lists non-derivative common stock and depositary shares.

What change did the amendment make to the original Form 4?

The amendment adds the shares acquired by the reporting person's spouse that were inadvertently excluded from the original filing.
Banc Of California Inc

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