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California BanCorp Form 4: EVP/COO disposes 93 shares, keeps major stake

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

On 06/21/2025, California BanCorp (BCAL) Executive Vice President & Chief Operating Officer Michele Wirfel filed a Form 4 reporting the disposition of 93 common shares at $14.53 per share. The footnote clarifies that the shares were automatically withheld to satisfy taxes due upon the vesting of a previously granted equity award, making the event administrative rather than discretionary.

Following the transaction, the executive continues to hold 78,282 shares of BCAL stock, indicating a reduction of less than 0.2 % of her total ownership. No derivative securities were bought, sold, or exercised, and no 10b5-1 trading plan was indicated. Given the small size and tax-related nature of the sale, the filing is considered routine with negligible impact on the company’s insider-ownership profile or market outlook.

Positive

  • None.

Negative

  • None.

Insights

TL;DR – Routine, tax-withholding sale of 93 BCAL shares by COO; negligible impact on ownership or valuation.

The Form 4 details an automatic sale of 93 shares worth roughly $1,352 (93 × $14.53) to cover payroll taxes triggered by equity-award vesting. Post-transaction beneficial ownership remains high at 78,282 shares, signalling continued alignment between the executive and shareholders. No open-market selling or option activity is disclosed, and the lack of a Rule 10b5-1 plan suggests the shares were withheld directly by the company. Because the sale represents well under 1 % of the executive’s stake and an immaterial fraction of BCAL’s average daily volume, the filing is viewed as neutral from a market-impact standpoint.

Insider Wirfel Michelle
Role EVP, Chief Operating Officer
Type Security Shares Price Value
Tax Withholding Common Stock 93 $14.53 $1K
Holdings After Transaction: Common Stock — 78,282 shares (Direct)
Footnotes (1)
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Form 4 Insider Transactions: What Each Field Means →
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).
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*
Wirfel Michelle
(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)
EVP, Chief Operating 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) 93 D $14.53 78,282 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 Michele Wirfel 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.

Source: View Original Filing on SEC EDGAR

FAQ

Why did BCAL COO Michele Wirfel sell 93 shares on 06/21/2025?

The shares were withheld to cover tax liabilities arising from a vested equity award, per the Form 4 footnote.

How many BCAL shares does the executive own after the transaction?

Michele Wirfel now beneficially owns 78,282 shares of California BanCorp common stock.

What was the sale price disclosed in the Form 4?

The 93 shares were disposed of at $14.53 per share.

Did the Form 4 indicate any derivative security activity?

No. Table II shows no acquisitions, exercises, or dispositions of derivative securities.

Was this transaction executed under a Rule 10b5-1 trading plan?

The filing does not check the Rule 10b5-1 box, implying the sale was not made under such a plan.