Cathay General Bancorp EVP/CFO Receives New Performance RSUs

Rhea-AI Filing Summary

Form 4 filing overview: EVP & CFO Heng W. Chen of Cathay General Bancorp (CATY) reported equity-based compensation granted on 06/27/2025. Chen already owns 191,040 CATY common shares directly and 100 shares indirectly through a family trust. The new grants consist of three tranches of performance-based Restricted Stock Units (RSUs): 3,339; 3,437; and 6,875 units, for a total target award of 13,651 RSUs.

Each RSU converts to one common share upon vesting, with potential payout ranging from 0 % to 150 % of target depending on performance. All units are scheduled to vest in a single installment on 12/31/2027, subject to continued employment, with accelerated vesting possible upon death, disability, certain retirements after 12/31/2026, or a change in control.

The filing shows no open-market purchase or sale; it solely discloses an equity award under the company’s incentive plan. Following the grant, Chen’s beneficial ownership could rise to as much as 204,691 shares (direct holdings plus maximum payout of new RSUs), strengthening management-shareholder alignment. Given CATY’s ~74 million shares outstanding, the potential dilution is de minimis (<0.03 %).

Positive

• 13,651 performance-based RSUs align CFO incentives with long-term shareholder value.
• Continued sizable direct ownership (191,040 shares) indicates executive retention and commitment.

Negative

• Potential share dilution (<0.03 %) upon vesting, though immaterial to valuation.

Insights

Securities Analyst

TL;DR: Performance-based RSU grant to CFO; immaterial dilution, mildly positive alignment, neutral share-price impact.

The award of 13.7 k target RSUs to CFO Heng Chen is standard long-term incentive compensation. Vesting hinges on multi-year performance metrics, linking executive pay to results through 2027. While additional shares could dilute existing holders by <0.03 %, the amount is negligible versus CATY’s float. The absence of open-market buying or selling suggests no directional signal on valuation. Overall, the filing is routine and does not alter the investment thesis but underscores continued retention of a key executive.

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^*

CHEN HENG W

(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/CFO

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								191,040	D
Common Stock								100	I	Chen Trust

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		3,339(1)		(2)	(2)	Common Stock	3,339	(1)	3,339	D
Restricted Stock Units	(1)	06/27/2025		A		3,437(1)		(2)	(2)	Common Stock	3,437	(1)	3,437	D
Restricted Stock Units	(1)	06/27/2025		A		6,875(1)		(2)	(2)	Common Stock	6,875	(1)	6,875	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.
* 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).
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FAQ

How many CATY shares does CFO Heng Chen currently own?

He directly owns 191,040 shares and indirectly owns 100 shares through the Chen Trust.

What equity award was disclosed in the July 1 2025 Form 4 for CATY?

Chen received 13,651 performance-based Restricted Stock Units granted on 06/27/2025.

When will the new RSUs for CATY's CFO vest?

All units are scheduled to vest on December 31, 2027, subject to continued employment and performance goals.

Is there any immediate dilution from this CATY Form 4 filing?

No. Dilution occurs only if RSUs convert to shares; maximum impact is estimated at <0.03 % of shares outstanding.

Did the CATY CFO buy or sell stock on the open market?

No open-market transactions were reported; the filing solely records an incentive RSU grant.