California BanCorp Form 4: Routine Tax-Related Share Disposal by President

Rhea-AI Filing Summary

California BanCorp (BCAL) – Form 4 insider filing

President Richard Hernandez reported one transaction dated 02-Aug-2025. Code “F” shows 1,404 common shares were automatically withheld at $14.60 per share (≈ $20.5 k) to satisfy tax obligations tied to a previously-granted equity award. After the withholding, Hernandez still owns 80,432 shares directly and 20,834 shares indirectly via an IRA, leaving his total beneficial ownership at 101,266 shares. No derivative securities were involved.

Because the sale was tax-related rather than discretionary, it is considered routine and conveys limited information about management’s sentiment. The executive retains more than 99 % of his pre-transaction holdings, maintaining substantial alignment with shareholders.

Positive

• Insider retains 101,266 shares, signalling continued commitment and alignment with shareholders.

Negative

• Disposal of 1,404 shares—although routine, any insider sale can be perceived cautiously by some investors.

Insights

Financial Analyst

TL;DR – Routine tax withholding; neutral signal.

The Code F classification tells us the shares were surrendered purely to cover withholding taxes upon vesting, not an elective open-market sale. The dollar value (~$20 k) and share count (1,404) are minor relative to Hernandez’s remaining >100 k shares. With total direct & indirect ownership of roughly $1.5 m at the filing price, insider alignment remains strong. I see no material impact on BCAL’s valuation or liquidity.

Corporate Governance Specialist

TL;DR – Governance-neutral; preserves insider skin in the game.

Mandatory tax-withholding disposals are standard practice under most equity plans and don’t raise governance red flags. Hernandez keeps a sizeable stake, reducing agency risk. Investors should watch for patterns of discretionary selling; this filing, taken alone, is not impactful.

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^*

Hernandez Richard

(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)
	President

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)		1,404	D	$14.6	80,432	D
Common Stock								20,834	I	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 Richard Hernandez	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.
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 President Richard Hernandez sell?

He disposed of 1,404 common shares to cover taxes.

At what price were the shares withheld?

The shares were valued at $14.60 each.

What is Hernandez’s total ownership after the transaction?

He holds 80,432 shares directly and 20,834 shares indirectly, totaling 101,266 shares.

Was this an open-market sale?

No. The transaction was coded F, indicating shares were surrendered for tax withholding.

Does this filing affect BCAL’s investment outlook?

The transaction is routine and not considered material to the company’s fundamentals.