Cathay General Bancorp Form 4: 7.9k Performance RSUs Granted to EVP

Rhea-AI Filing Summary

Form 4 filing for Cathay General Bancorp (CATY) discloses that EVP & Chief Credit Officer Albert Sun received new equity awards on 06/27/2025. Three tranches of performance-based restricted stock units (RSUs) were granted—1,924, 1,981 and 3,963 units—totaling 7,868 RSUs. No open-market purchases or sales of common stock were reported, and the non-derivative table shows zero shares disposed.

The RSUs convert 1-for-1 into common shares and are scheduled to vest in a single installment on 12/31/2027, subject to continued employment, with earlier accelerated vesting possible upon death, disability, qualifying retirement after 12/31/2026 or a change in control. Payout can range from 0% to 150% of target based on performance metrics, aligning executive incentives with shareholder returns.

Investment view: The award modestly increases potential share count (<1% of outstanding shares) and signals ongoing retention of a key risk executive. Because no shares were sold, the filing is generally neutral-to-positive for sentiment but not financially material.

Positive

• No insider selling; the executive only received RSUs, avoiding negative sentiment from share disposals.
• Performance-based vesting aligns management rewards with shareholder returns, supporting good governance.
• Retention of key talent; four-year cliff vesting encourages continuity in the Chief Credit Officer role.

Negative

• Potential share dilution of up to 7,868 shares if maximum performance payout is achieved, albeit immaterial to total float.

Insights

Corporate Governance Expert

TL;DR – Standard performance RSU grant; no insider selling; negligible dilution.

The filing reflects routine long-term incentive compensation. Performance-contingent RSUs strengthen pay-for-performance alignment and help retain a senior credit-risk leader. The maximum 150% payout creates upside only if metrics are met, limiting unearned dilution. Because the aggregate 7,868 share equivalent represents a fraction of CATY’s ~73 million shares, the impact on ownership structure and EPS is immaterial. Absence of sales avoids negative signaling. Overall governance posture remains sound.

Portfolio Manager

TL;DR – Neutral trading signal; retain weightings.

No purchase or sale was executed; therefore, I view the grant as a non-trading event. The award locks Sun through 2027, reducing key-person risk. Dilution at full vesting is less than 0.01%, so valuation models are unaffected. I do not adjust position sizing based on this filing.

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^*

SUN ALBERT

(Last) (First) (Middle)

777 NORTH BROADWAY

(Street)

LOS ANGELES CA 90012

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CATHAY GENERAL BANCORP [ CATY ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Chief Credit Officer

3. Date of Earliest Transaction (Month/Day/Year)
06/27/2025

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								0	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
Restricted Stock Units	(1)	06/27/2025		A		1,924(1)		(2)	(2)	Common Stock	1,924	(1)	1,924	D
Restricted Stock Units	(1)	06/27/2025		A		1,981(1)		(2)	(2)	Common Stock	1,981	(1)	1,981	D
Restricted Stock Units	(1)	06/27/2025		A		3,963(1)		(2)	(2)	Common Stock	3,963	(1)	3,963	D

Explanation of Responses:

1. Each restricted stock unit represented a contingent right to receive one share of Common Stock upon vesting. The number of restricted stock units that are earned can be reduced by up to 100% of the target award or increased by up to 150% of the target award, depending upon the achievement of certain performance criteria.

2. These restricted stock units are scheduled to vest in a single installment on December 31, 2027, subject to continued employment, but may vest to some extent earlier in the event of death, disability, retirement after December 31, 2026 or a change in control, with the number of units earned being based on the achievement of certain performance criteria.

	/s/ Georgia Lo, attorney-in-fact	07/01/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

How many RSUs were granted to CATY EVP Albert Sun?

A total of 7,868 performance-based RSUs were awarded (1,924 + 1,981 + 3,963).

When do the new RSUs for CATY vest?

All RSUs are scheduled to vest on 12/31/2027, subject to continued employment and performance goals.

Did Albert Sun buy or sell any CATY shares in the open market?

No. The Form 4 reports only RSU grants; there were no open-market transactions.

What is the performance adjustment range for the RSUs?

Payout can range from 0% to 150% of the target award based on achievement of specified performance criteria.

Will the RSU grant materially dilute CATY shareholders?

Dilution is immaterial; 7,868 shares represent less than 0.01% of the roughly 73 million shares outstanding.

Can the RSUs vest earlier than 2027?

Yes. Early vesting may occur upon death, disability, qualifying retirement after 12/31/2026, or a change in control.