California BanCorp (BCAL) chair granted RSUs, shares withheld for tax

Rhea-AI Filing Summary

California BanCorp Executive Chairman David I. Rainer reported a mix of stock grants and tax-related share dispositions. On March 2, 2026, he received two restricted stock unit awards covering 65,396 and 28,774 shares of common stock at no cost. According to the footnotes, the first award will be issued upon vesting in substantially equal installments on March 1, 2028 and March 1, 2029, and the second will vest annually in substantially equal installments over a two-year period beginning on March 1, 2027. On March 1, 2026, dispositions of 613 and 5,206 shares at $18.31 per share satisfied tax liabilities from a previously granted award rather than open-market sales. The filing also notes 431,347 shares of common stock held indirectly through the DAVID AND ANNE RAINER TRUST U/A DTD 05/07/1997.

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

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Rainer David I

(Last) (First) (Middle)

C/O CALIFORNIA BANCORP

355 S. GRAND AVE STE 1200

(Street)

LOS ANGELES CA 90071

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
California BanCorp \ CA [ BCAL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Executive Chairman

3. Date of Earliest Transaction (Month/Day/Year)
03/01/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	03/01/2026		F(1)		613	D	$18.31	55,964	D
Common Stock	03/01/2026		F(1)		5,206	D	$18.31	50,758	D
Common Stock	03/02/2026		A(2)		65,396	A	$0.00	116,154	D
Common Stock	03/02/2026		A(3)		28,774	A	$0.00	144,928	D
Common Stock								431,347	I	DAVID AND ANNE RAINER TRUST U/A DTD 05/07/1997

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. Shares disposed to satisfy the Reporting Person's tax liability by the vesting of a previously granted award.

2. Represents restricted stock units granted to the Reporting Person on March 2, 2026, which will be issued upon vesting in substantially equal installments on March 1, 2028 and March 1, 2029.

3. Represents restricted stock units granted to the Reporting Person on March 2, 2026, which will be issued upon vesting and will vest annually, in substantially equal installments, over a two-year period beginning on March 1, 2027.

Remarks:

	Manisha Merchant, by POA for David Rainer	03/03/2026
	** 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).
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FAQ

What insider activity did California BanCorp (BCAL) report for David I. Rainer?

California BanCorp reported grants of restricted stock units and tax-related share dispositions for Executive Chairman David I. Rainer. The Form 4 shows two zero-cost equity awards and share dispositions used to cover tax liabilities from a prior award, not open-market buying or selling.

How many restricted stock units did BCAL grant to Executive Chairman David I. Rainer?

BCAL granted David I. Rainer restricted stock units covering 65,396 and 28,774 shares of common stock. One award vests in substantially equal installments on March 1, 2028 and March 1, 2029, while the other vests annually over two years beginning March 1, 2027.

What do the share dispositions in the BCAL Form 4 represent?

The reported share dispositions represent tax-withholding transactions, not open-market sales. On March 1, 2026, 613 and 5,206 shares of common stock at $18.31 per share were delivered to satisfy David I. Rainer’s tax liability associated with the vesting of a previously granted equity award.

At what prices and on what date were BCAL shares disposed of for taxes?

On March 1, 2026, California BanCorp shares were disposed of at $18.31 per share to cover taxes. Two separate transactions are reported, involving 613 shares and 5,206 shares, both characterized as payment of tax liability by delivering securities rather than ordinary market sales.

How are indirect BCAL share holdings reported for David I. Rainer?

Indirect holdings are reported through the DAVID AND ANNE RAINER TRUST U/A DTD 05/07/1997. Following the reported activity, the Form 4 lists 431,347 shares of California BanCorp common stock held indirectly via this trust, separate from David I. Rainer’s directly held share positions.

What vesting schedules apply to the new BCAL restricted stock unit awards?

One restricted stock unit award will be issued upon vesting in substantially equal installments on March 1, 2028 and March 1, 2029. The other award will vest annually in substantially equal installments over a two-year period beginning on March 1, 2027, according to the disclosed footnotes.