What did Five Star Bancorp (FSBC) disclose about Michael Rizzo’s recent share transaction?

Five Star Bancorp disclosed that EVP and Chief Banking Officer Michael Anthony Rizzo received 2,715 shares of common stock as a restricted stock grant. The shares were awarded under the company’s 2021 Equity Incentive Plan and are subject to multi-year vesting conditions tied to his continued employment.

Five Star Bancorp (FSBC) EVP receives 2,715-share restricted stock grant

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Five Star Bancorp reported that EVP and Chief Banking Officer Michael Anthony Rizzo acquired 2,715 shares of common stock as a grant under the Five Star Bancorp 2021 Equity Incentive Plan. The restricted stock, held indirectly through The Rizzo Family Trust, vests annually in equal installments over five years if he remains employed on each vesting date. Following this award, the trust’s indirect holdings total 36,084 shares, including prior equity grants with portions already vested and the remainder scheduled to vest over their respective five-year periods.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Rizzo Michael Anthony

Role EVP, Chief Banking Officer

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	2,715	$0.00	--

Holdings After Transaction: Common Stock — 36,084 shares (Indirect, By self as trustee)

Footnotes (1)

Granted pursuant to the Five Star Bancorp 2021 Equity Incentive Plan. The award of restricted stock vests annually in equal installments over five years, provided Mr. Rizzo, the reporting person, remains employed by Five Star Bancorp on the respective vesting dates. Includes 6,000 shares granted pursuant to the Five Star Bancorp 2021 Equity Incentive Plan (including 2,400 shares which have vested and 3,600 which are scheduled to vest in equal installments over the remainder of a five-year period, provided Mr. Rizzo remains employed by Five Star Bancorp on the respective vesting dates) and 3,629 shares granted pursuant to the Five Star Bancorp 2021 Equity Incentive Plan (including 726 shares which have vested and 2,903 which are scheduled to vest in equal installments over the remainder of a five-year period, provided Mr. Rizzo remains employed by Five Star Bancorp on the respective vesting dates). Shares are held by The Rizzo Family Trust, dated December 4, 2019, for which Mr. Rizzo serves as trustee.

Key Figures

Restricted stock grant: 2,715 shares Post-transaction holdings: 36,084 shares 2021 Plan grant lot: 6,000 shares +5 more

8 metrics

Restricted stock grant 2,715 shares Award of common stock on May 21, 2026

Post-transaction holdings 36,084 shares Indirect holdings by The Rizzo Family Trust after grant

2021 Plan grant lot 6,000 shares Restricted shares under 2021 Equity Incentive Plan, partly vested

Vested from 6,000-share grant 2,400 shares Already vested portion of 6,000-share award

Unvested from 6,000-share grant 3,600 shares To vest in equal installments over remainder of five-year period

Second 2021 Plan grant lot 3,629 shares Additional restricted shares under 2021 Equity Incentive Plan

Vested from 3,629-share grant 726 shares Already vested portion of 3,629-share award

Unvested from 3,629-share grant 2,903 shares To vest in equal installments over remainder of five-year period

Key Terms

restricted stock, Five Star Bancorp 2021 Equity Incentive Plan, vests annually in equal installments, indirect ownership, +1 more

5 terms

restricted stock financial

"The award of restricted stock vests annually in equal installments over five years"

Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.

Five Star Bancorp 2021 Equity Incentive Plan financial

"Granted pursuant to the Five Star Bancorp 2021 Equity Incentive Plan"

vests annually in equal installments financial

"The award of restricted stock vests annually in equal installments over five years"

indirect ownership financial

"nature_of_ownership: By self as trustee"

trustee financial

"for which Mr. Rizzo serves as trustee"

A trustee is a person or institution legally appointed to hold and manage assets or enforce an agreement on behalf of other people (beneficiaries). Think of a trustee as a neutral referee or custodian who must act in the beneficiaries’ best interests, follow the trust or contract rules, and handle distributions, recordkeeping and enforcement. Investors care because a trustworthy trustee protects their rights, ensures promised payments or remedies are delivered, and can influence recoveries if things go wrong.

Form 4 Insider Transactions: What Each Field Means →

05/26/2026 - 04:11 PM

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^*

Rizzo Michael Anthony

(Last)

(First)

(Middle)

C/O FIVE STAR BANCORP

3100 ZINFANDEL DRIVE, SUITE 100

(Street)

RANCHO CORDOVA

CALIFORNIA

95670

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
FIVE STAR BANCORP [ FSBC ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/21/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	05/21/2026		A		2,715⁽¹⁾	A	$0	36,084⁽²⁾	I	By self as trustee⁽³⁾

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Granted pursuant to the Five Star Bancorp 2021 Equity Incentive Plan. The award of restricted stock vests annually in equal installments over five years, provided Mr. Rizzo, the reporting person, remains employed by Five Star Bancorp on the respective vesting dates.

2. Includes 6,000 shares granted pursuant to the Five Star Bancorp 2021 Equity Incentive Plan (including 2,400 shares which have vested and 3,600 which are scheduled to vest in equal installments over the remainder of a five-year period, provided Mr. Rizzo remains employed by Five Star Bancorp on the respective vesting dates) and 3,629 shares granted pursuant to the Five Star Bancorp 2021 Equity Incentive Plan (including 726 shares which have vested and 2,903 which are scheduled to vest in equal installments over the remainder of a five-year period, provided Mr. Rizzo remains employed by Five Star Bancorp on the respective vesting dates).

3. Shares are held by The Rizzo Family Trust, dated December 4, 2019, for which Mr. Rizzo serves as trustee.

Remarks:

	/s/ Michael A. Rizzo, by Heather C. Luck, Attorney-in-Fact	05/26/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

How many Five Star Bancorp (FSBC) shares does Michael Rizzo hold after this grant?

After the grant, entities associated with Michael Anthony Rizzo hold 36,084 shares of Five Star Bancorp common stock indirectly. This total includes the new 2,715-share restricted stock award and other prior equity grants held through The Rizzo Family Trust with various vesting schedules.

How do the newly granted Five Star Bancorp (FSBC) shares vest for Michael Rizzo?

The 2,715 restricted shares granted to Michael Anthony Rizzo vest annually in equal installments over five years. Each installment requires that he remain employed by Five Star Bancorp on the respective vesting dates, aligning the award with ongoing service to the company.

Through what entity are Michael Rizzo’s Five Star Bancorp (FSBC) shares held?

Michael Anthony Rizzo’s reported Five Star Bancorp shares are held by The Rizzo Family Trust dated December 4, 2019. He serves as trustee of this trust, and the Form 4 identifies his ownership as indirect, described as “By self as trustee” for the reported holdings.

What prior equity awards to Michael Rizzo does Five Star Bancorp (FSBC) reference?

The disclosure notes 6,000 and 3,629 previously granted shares under the 2021 Equity Incentive Plan. Of these, 3,126 shares have already vested, while 6,503 are scheduled to vest in equal installments over the remainder of their five-year vesting periods, subject to continued employment.