California BanCorp Form 4: Minor CEO Share Sale for Tax Withholding

Rhea-AI Filing Summary

Insider Activity Overview: California BanCorp (BCAL) filed a Form 4 showing that Chief Executive Officer and Director Steven E. Shelton disposed of 163 common shares on 06/21/2025 at $14.53 per share, a transaction valued at approximately $2,340.

The sale was executed solely to satisfy the executive’s tax withholding obligation arising from the vesting of a prior equity award, as disclosed in the footnote to the filing.

Post-transaction, Shelton directly holds 133,333 BCAL shares, meaning more than 99 % of his previous stake remains intact. The transaction represents less than 0.2 % of his beneficial holdings and is immaterial relative to the company’s total shares outstanding. No derivative securities were involved, and there is no indication of a broader change in the executive’s ownership strategy.

Insights

Corporate Governance Analyst

TL;DR: Routine tax-related sale of 163 shares by BCAL’s CEO; negligible strategic or valuation impact.

The filing reveals a very small insider disposition executed to cover tax withholding on a vested award—a standard administrative action. With 133,333 shares still owned directly, Shelton’s economic alignment with shareholders remains effectively unchanged. The dollar value (<$2.5 k) and share count (<0.2 % of his stake) are far below any materiality threshold typically used by investors. As such, the transaction is unlikely to influence market perception, corporate governance assessments, or liquidity. No red flags or positive catalysts derive from this disclosure, leaving our impact view neutral.

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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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^*

Shelton Steven E.

(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)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
06/21/2025

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	06/21/2025		F(1)		163	D	$14.53	133,333	D

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, as attorney in fact for Steven E. Shelton	06/23/2025
	** 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

How many BCAL shares did CEO Steven E. Shelton sell on 06/21/2025?

He sold 163 common shares.

At what price were the BCAL shares sold?

The shares were sold at $14.53 per share.

Why did the CEO dispose of shares according to the Form 4?

The shares were sold to cover tax liabilities from the vesting of a prior equity award.

How many BCAL shares does Steven E. Shelton own after the transaction?

He beneficially owns 133,333 shares directly following the sale.