California BanCorp Insider Filing: Minimal Share Disposition by CFO

Rhea-AI Filing Summary

California BanCorp (BCAL) – Form 4 insider filing: CFO Jean Carandang reported a single Code F transaction on 08/02/2025 in which 702 common shares were withheld at $14.60 per share to cover tax obligations arising from a previously-granted equity award. Following the transaction, Carandang owns 41,288 shares directly and 8,000 shares indirectly through an IRA, bringing total beneficial ownership to 49,288 shares. No derivative securities were reported. Code F indicates a non-open-market disposition solely for tax withholding, so the event is administrative rather than indicative of a strategic sale. The dollar value of shares withheld is roughly $10.3 k, a de-minimis amount relative to the executive’s remaining stake and BCAL’s market capitalization. No other insider activity, option exercises, or new grants were disclosed in this filing.

Insights

Equity Analyst

TL;DR: Routine tax-withholding; negligible impact on ownership or market.

The filing shows a standard Code F share withholding to satisfy taxes on vested stock. At $14.60 per share, the CFO surrendered roughly $10 k worth—<1% of her holdings. Her overall stake remains sizable, aligning incentives with shareholders. Because no open-market sale occurred, this does not signal bearish sentiment. Market impact should be immaterial.

Corporate Governance Specialist

TL;DR: Administrative insider event; governance posture unchanged.

Rule 10b5-1 safe-harbor was not claimed; however, the Code F classification itself clarifies the shares were withheld by the issuer, not sold in the open market. Such transactions are customary and do not raise governance red flags. Carandang’s direct ownership of 41k+ shares continues to meet best-practice alignment for executive officers at community banks.

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
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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).

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^*

Carandang Jean

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Bank Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/02/2025

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	08/02/2025		F(1)		702	D	$14.6	41,288	D
Common Stock								8,000	I	By IRA

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.

Remarks:

	Manisha Merchant, by POA for Jean Carandang	08/04/2025
	** 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.
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FAQ

What type of transaction did BCAL's CFO report on the Form 4?

A Code F disposition, meaning shares were withheld by the company to cover taxes on vested stock.

How many California BanCorp shares were disposed of?

The filing shows 702 common shares were withheld.

At what price were the BCAL shares valued for the withholding?

The shares were valued at $14.60 each.

How many BCAL shares does the CFO now own?

Jean Carandang now beneficially owns 41,288 shares directly and 8,000 shares indirectly, totaling 49,288.

Does this filing suggest the CFO sold shares on the open market?

No. Code F indicates the shares were withheld for taxes, not sold in an open-market transaction.