Community West Bancshares (CWBC) wins key approvals for United Security Bancshares merger
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
Community West Bancshares announced that it and United Security Bancshares have received required regulatory approvals from the FDIC and the California Department of Financial Protection and Innovation, plus a waiver from the Federal Reserve Bank of San Francisco, for their previously announced merger.
The companies expect to close the merger in the second quarter of 2026, subject to shareholder approval at special meetings on March 30, 2026 and other customary conditions. Operational systems conversion is targeted for the third quarter of 2026. After completion, the combined bank is expected to have about $5 billion in total assets and banking centers across 31 communities in 13 Central California counties.
Positive
- Regulatory milestone for transformational merger: CWBC and United Security Bancshares obtained FDIC, California regulator approvals and a Federal Reserve waiver for their merger, paving the way for a combined bank with approximately $5 billion in assets and expanded presence across 31 communities in 13 Central California counties.
Negative
- None.
Insights
Regulatory approvals advance a previously announced, transformative bank merger.
Community West Bancshares and United Security Bancshares have secured key approvals from the FDIC, California’s financial regulator and a waiver from the Federal Reserve Bank of San Francisco for their bank and holding company mergers. This moves the deal from regulatory review toward closing.
The merger is expected to create a combined institution with approximately $5 billion in total assets and banking centers in 31 communities across 13 Central California counties. That scale expansion can reshape the business profile, though actual outcomes will depend on integration execution and customer retention.
Closing is targeted for the second quarter of 2026, with operational systems conversion in the third quarter of 2026, subject to shareholder approvals at special meetings on March 30, 2026 and other customary conditions. Forward-looking statements highlight integration, cost, dilution and approval risks that will be clarified by subsequent company disclosures.
| UNITED STATES SECURITIES AND EXCHANGE COMMISSION | ||
| Washington, D.C. 20549 | ||
FORM | ||
| CURRENT REPORT | ||
| Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 | ||
Date of Report: March 16, 2026
(Date of earliest event reported)
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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Item 8.01 Other Events
On March 16, 2026, Community West Bancshares, a California corporation (“CWBC”) and United Security Bancshares, a California corporation ( “USB”), issued a press release announcing the receipt of regulatory approvals from the Federal Deposit Insurance Corporation and the California Department of Financial Protection and Innovation and a waiver from the Federal Reserve Bank of San Francisco for the previously announced merger of USB with and into CWBC (the “Merger”), as well as for the proposed merger of United Security Bank, the bank subsidiary of USB, with and into Community West Bank, the bank subsidiary of CWBC. The closing of the transactions is expected to be completed in the second quarter of 2026, subject to approval by the shareholders of both companies at special meetings scheduled for March 30, 2026, and the satisfaction of certain other customary closing conditions.
A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Cautionary Note Regarding Forward-Looking Statements
This Current Report on Form 8-K includes “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements often include words such as “believes,” “expects,” “anticipates,” “estimates,” “forecasts,” “intends,” “plans,” “targets,” “potentially,” “probably,” “projects,” “outlook” or similar expressions or future or conditional verbs such as “may,” “will,” “should,” “would,” and “could,” as well as the negative of such words. Forward-looking statements are not historical facts but instead represent management's current expectations and forecasts regarding future events, many of which are inherently uncertain and outside of our control. Actual results may differ, possibly materially, from those currently expected or projected in these forward-looking statements. In addition to factors disclosed in reports filed by CWBC and USB with the SEC, risks and uncertainties for CWBC, USB and the combined company that may cause actual results or outcomes to differ materially from those anticipated include, but are not limited to: (1) the possibility that any of the anticipated benefits of the proposed Merger will not be realized or will not be realized within the expected time period; (2) the risk that integration of USB’s operations with those of CWBC will be materially delayed or will be more costly or difficult than expected; (3) the parties’ inability to meet expectations regarding the timing of the proposed Merger; (4) changes to tax legislation and their potential effects on the accounting for the Merger; (5) the inability to complete the proposed Merger due to the failure of USB’s shareholders to adopt the Merger Agreement, or the failure of CWBC’s shareholders to adopt the Merger Agreement or to approve the issuance of CWBC’s common stock in connection with the Merger; (6) the failure to satisfy other conditions to completion of the proposed Merger; (7) the failure of the proposed Merger to close for any other reason; (8) diversion of management’s attention from ongoing business operations and opportunities due to the proposed Merger; (9) the challenges of integrating and retaining key employees; (10) the effect of the announcement of the proposed Merger on CWBC’s, USB’s or the combined company’s respective customer and employee relationships and operating results; (11) the possibility that the proposed Merger may be more expensive to complete than anticipated, including as a result of unexpected factors or events; (12) the dilution caused by CWBC’s issuance of additional shares of CWBC’s common stock in connection with the Merger; and (13) changes in the global economy and financial market conditions and the business, results of operations and financial condition of CWBC, USB and the combined company. Please refer to each of CWBC’s and USB’s Annual Reports on Form 10-K for the year ended December 31, 2025, for CWBC, and December 31, 2024, for USB, as well as CWBC’s and the USB’s other filings with the SEC, for a more detailed discussion of risks, uncertainties and factors that could cause actual results to differ from those discussed in the forward-looking statements.
Any forward-looking statement included in this report is based only on information currently available to management and speaks only as of the date on which it is made. Neither CWBC nor USB undertakes any obligation to publicly update any forward-looking statement, whether written or oral, that may be made from time to time, whether as a result of new information, future developments or otherwise.
Additional Information and Where to Find It
CWBC has filed a registration statement on Form S-4 with the SEC in connection with the proposed transaction. The registration statement includes a joint proxy statement of CWBC and USB that also constitutes a prospectus of CWBC, which has been sent to the shareholders of CWBC and USB. Before making any voting decision, the shareholders of CWBC and USB are advised to read the joint proxy statement/prospectus because it contains important information about CWBC, USB and the proposed transaction. This document and other documents relating to the Merger filed by CWBC can be obtained free of charge from the SEC’s website at www.sec.gov. These documents also can be obtained free of charge by accessing CWBC’s website at ir.communitywestbank.com under the tab “Financials” and on the USB’s website at investors.unitedsecuritybank.com under the tab “Financials” and “SEC Filings.” Alternatively, these documents can be obtained free of charge from CWBC upon written request to Community West Bancshares, Attn: Investor Relations, 7100 N. Financial Dr., Suite 101, Fresno, CA 93720,
or by calling (916) 235-4617 or from USB upon written request to United Security Bancshares, Attn: Investor Relations, 2126 Inyo St., Fresno, CA 93721, or by calling (559) 490-6261. The contents of the websites referenced above are not deemed to be incorporated by reference into the registration statement or the joint proxy statement/prospectus.
Participants in the Solicitation
This report does not constitute a solicitation of a proxy, an offer to purchase or a solicitation of an offer to sell any securities. CWBC, USB, and certain of their directors, executive officers and other members of management and employees may be deemed to be participants in the solicitation of proxies from the shareholders of CWBC and USB in connection with the proposed Merger under SEC rules. Information about the directors and executive officers of CWBC and USB is included in the joint proxy statement/prospectus for the proposed transaction filed with the SEC. These documents may be obtained free of charge in the manner described above under “Additional Information and Where to Find It.”
Security holders may obtain information regarding the names, affiliations and interests of CWBC’s directors and executive officers in the definitive proxy statement of CWBC relating to its 2025 Annual Meeting of Shareholders filed with the SEC on April 4, 2025 and in CWBC’s Annual Report on Form 10-K for the year ended December 31, 2024 filed with the SEC on March 17, 2025. Security holders may obtain information regarding the names, affiliations and interests of USB’s directors and executive officers in the definitive proxy statement of USB relating to its 2025 Annual Meeting of Shareholders filed with the SEC on April 7, 2025 and in USB’s Annual Report on Form 10-K for the year ended December 31, 2024 filed with the SEC on March 20, 2025.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
| 99.1 | Press Release dated March 16, 2026 | |||||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |||||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Dated: | March 16, 2026 | COMMUNITY WEST BANCSHARES By: /s/ Shannon R. Livingston Shannon R. Livingston Executive Vice President and Chief Financial Officer | ||||||
FOR IMMEDIATE RELEASE
COMMUNITY WEST BANCSHARES RECEIVES REGULATORY APPROVALS TO
MERGE WITH UNITED SECURITY BANCSHARES
FRESNO, CALIFORNIA – March 16, 2026 – Community West Bancshares (NASDAQ: CWBC), the parent company of Community West Bank, and United Security Bancshares (NASDAQ: UBFO), the parent company of United Security Bank, announced today that the required regulatory approvals from the Federal Deposit Insurance Corporation and the California Department of Financial Protection and Innovation, as well as a waiver from the Federal Reserve Bank of San Francisco, have been received pursuant to the proposed merger in which United Security Bancshares will merge with and into Community West Bancshares as the surviving company, and United Security Bank will merge with and into Community West Bank.
The closing of the transaction is expected to be completed in the second quarter of 2026, subject to approval by the shareholders of both companies at special meetings scheduled for March 30, 2026, and the satisfaction of certain other customary closing conditions contained in the merger agreement.
The conversion of all operational systems is expected to be completed in the third quarter of 2026.
Upon merger completion, the combined company will have approximately $5 billion in total assets, and will operate Banking Centers in 13 Central California counties representing 31 unique communities.
“Receiving regulatory approval moves us one step closer to bringing our two organizations together,” stated James J. Kim, CEO of Community West Bancshares and CEO and President of Community West Bank. “We are proud of our 46-year history and pleased to welcome United Security Bank’s team as we expand our ability to serve Central California. By uniting our organizations, we are strengthening our regional community bank with greater capacity to support employees and deliver long-term value to our clients, communities, and shareholders.”
“This milestone reflects the shared values, relationship-based banking, and community commitment that have guided both of our organizations for decades,” stated Dennis R. Woods, Chairman of the Board, President, and CEO of United Security Bancshares and United Security Bank. “We believe combining our two organizations creates a strong foundation for Community West Bank’s long-term strength into the future.”
About Community West Bank and Bancshares
Community West Bancshares (NASDAQ: CWBC) and its wholly owned subsidiary, Community West Bank, are headquartered in Fresno, California. The Company was established in 1979 with the vision to help businesses and communities by exceeding expectations at every opportunity, and opened its first Banking Center on January 10, 1980. Today, Community West Bank operates full-service Banking Centers throughout Central California and maintains a variety of departments supporting Commercial Lending, Agribusiness, SBA, Residential Construction and Mortgage, Manufactured Housing, Private Banking, and Treasury Management Services.
More information about Community West Bancshares and Community West Bank can be found at www.communitywestbank.com.
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Regulatory Approval – Page 2
About United Security Bank and Bancshares
United Security Bancshares (NASDAQ: UBFO) is the holding company for United Security Bank, which was founded in 1987 and is headquartered in Fresno, California. United Security Bank provides a full range of commercial and personal banking services through a network of 13 full-service branch offices in Fresno, Bakersfield, Campbell, Caruthers, Coalinga, Firebaugh, Fowler, Mendota, Oakhurst, San Joaquin, and Taft. Additionally, United Security Bank operates Commercial Real Estate, Construction, Commercial Lending, and Consumer Lending departments. United Security Bank is dedicated to delivering exceptional service and fostering economic growth in the communities it serves. For more information, please visit www.unitedsecuritybank.com.
CONTACTS:
Investor Contact: | Media Contact: | ||||
Shannon Livingston | Debbie Nalchajian-Cohen | ||||
Community West Bancshares | 559-222-1322 or (559) 281-1312 (cell) | ||||
(916) 235-4617 | |||||
Dave Kinross | |||||
United Security Bancshares | |||||
(559) 490-6261 | |||||
ATTACHMENTS:
Community West Bancshares and Bank logos, and United Security Bancshares and Bank logos
Forward-Looking Statements – This press release contains certain forward-looking information about Community West Bancshares, United Security Bancshares, and the combined company after the close of the merger and is intended to be covered by the safe harbor for “forward-looking statements” provided by the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact are forward-looking statements. Such statements involve inherent risks, uncertainties, and contingencies, many of which are difficult to predict and are generally beyond the control of Community West Bancshares, United Security Bancshares and the combined company. Community West Bancshares and United Security Bancshares caution readers that a number of important factors could cause actual results to differ materially from those expressed in, or implied or projected by, such forward-looking statements. In addition to factors previously disclosed in reports filed by Community West Bancshares and United Security Bancshares with the SEC, risks and uncertainties for each institution and the combined institution include, but are not limited to the ability to complete the merger; approval by the shareholders of Community West Bancshares or United Security Bancshares may not be obtained; the successful integration of United Security Bancshares, or achieving expected beneficial synergies and/or operating efficiencies, in each case might not be obtained within expected time-frames or at all; the possibility that personnel changes/retention will not proceed as planned; and other risk factors described in documents filed by Community West Bancshares and United Security Bancshares with the SEC. All forward-looking statements included in this press release are based on information available at the time of the communication. Pro forma, projected and estimated numbers are used for illustrative purposes only and are not forecasts, and actual results may differ materially. Community West Bancshares and United Security Bancshares are under no obligation to (and expressly disclaim any such obligation to) update or alter any forward-looking statements, whether as a result of new information, future events or otherwise except as required by law.
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Regulatory Approval – Page 3
Additional Information and Where to Find It – Community West Bancshares has filed a registration statement on Form S-4 with the SEC in connection with the proposed transaction. The registration statement includes a joint proxy statement of Community West Bancshares and United Security Bancshares that also constitutes a prospectus of Community West Bancshares, which has been sent to the shareholders of Community West Bancshares and United Security Bancshares. Before making any voting decision, the shareholders of Community West Bancshares and United Security Bancshares are advised to read the joint proxy statement/prospectus because it contains important information about Community West Bancshares, United Security Bancshares and the proposed transaction. This document and other documents relating to the merger filed by Community West Bancshares can be obtained free of charge from the SEC’s website at www.sec.gov. These documents also can be obtained free of charge by accessing Community West Bancshares’ website at ir.communitywestbank.com under the tab “Financials” and on United Security Bancshares’ website at investors.unitedsecuritybank.com under the tab “Financials” and “SEC Filings.” Alternatively, these documents can be obtained free of charge from Community West Bancshares upon written request to Community West Bancshares, Attn: Investor Relations, 7100 N. Financial Dr., Suite 101, Fresno, CA 93720, or by calling (916) 235-4617 or from United Security Bancshares upon written request to United Security Bancshares, Attn: Investor Relations, 2126 Inyo St., Fresno, CA 93721, or by calling (559) 490-6261. The contents of the websites referenced above are not deemed to be incorporated by reference into the registration statement or the joint proxy statement/prospectus.
Participants in the Solicitation - This press release does not constitute a solicitation of a proxy, an offer to purchase or a solicitation of an offer to sell any securities. Community West Bancshares, United Security Bancshares, and certain of their directors, executive officers and other members of management and employees may be deemed to be participants in the solicitation of proxies from the shareholders of Community West Bancshares and United Security Bancshares in connection with the proposed merger under SEC rules. Information about the directors and executive officers of Community West Bancshares and United Security Bancshares is included in the joint proxy statement/prospectus for the proposed transaction filed with the SEC. These documents may be obtained free of charge in the manner described above under “Additional Information and Where to Find It.”
Security holders may obtain information regarding the names, affiliations and interests of Community West Bancshares’ directors and executive officers in the definitive proxy statement of CWBC relating to its 2025 Annual Meeting of Shareholders filed with the SEC on April 4, 2025 and in CWBC’s Annual Report on Form 10-K for the year ended December 31, 2024 filed with the SEC on March 17, 2025. Security holders may obtain information regarding the names, affiliations and interests of United Security Bancshares’ directors and executive officers in the definitive proxy statement of United Security Bancshares relating to its 2025 Annual Meeting of Shareholders filed with the SEC on April 7, 2025 and in United Security Bancshares’ Annual Report on Form 10-K for the year ended December 31, 2024 filed with the SEC on March 20, 2025.
FAQ
What did Community West Bancshares (CWBC) announce in this 8-K filing?
Community West Bancshares and United Security Bancshares announced receipt of required regulatory approvals and a Federal Reserve waiver for their previously disclosed merger, moving the transaction closer to closing, subject to shareholder approvals and other customary conditions described in the joint proxy statement/prospectus.
When is the Community West Bancshares and United Security Bancshares merger expected to close?
The companies expect the merger to close in the second quarter of 2026. Completion depends on approval by shareholders of both CWBC and United Security Bancshares at special meetings on March 30, 2026 and on satisfying remaining customary closing conditions in the merger agreement.
How large will Community West Bancshares be after the merger with United Security Bancshares?
Upon completion of the merger, the combined company is expected to have approximately $5 billion in total assets. It will operate banking centers in 13 Central California counties, serving 31 unique communities through an expanded regional community banking footprint and product offering.
What regulatory approvals have CWBC and United Security Bancshares received for their merger?
They received required approvals from the Federal Deposit Insurance Corporation and the California Department of Financial Protection and Innovation, plus a waiver from the Federal Reserve Bank of San Francisco. These actions cover both the holding company merger and the merger of the subsidiary banks.
What are the main risks and conditions that could affect the CWBC–USB merger?
Key risks include failure of either company’s shareholders to approve the merger, not satisfying other closing conditions, integration difficulties, higher-than-expected costs, potential dilution from CWBC stock issuance, and broader economic or market changes that could impact the combined institution’s performance.
When will operational systems be converted for the combined Community West bank?
The companies expect all operational systems for the combined institution to be converted in the third quarter of 2026. This follows the targeted legal closing of the merger in the second quarter of 2026 and is an important step in unifying products, services, and customer platforms.
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[10-K] Community West Bancshares Files Annual Report