FSBC director and 10% owner Larry Allbaugh reports 974-share equity grant

Rhea-AI Filing Summary

Five Star Bancorp director Larry E. Allbaugh, a more than 10% owner, reported an award of 974 shares of common stock on January 29, 2026. The shares were granted at $0 per share under the Five Star Bancorp 2021 Equity Incentive Plan and are scheduled to vest on December 31, 2026, if he continues serving as a director through that date.

The 974 shares are held indirectly by the Larry and Laura Allbaugh Living Trust, where he acts as trustee. The filing also lists large additional indirect holdings in several Oates-related trusts and Buzz Oates entities, where he serves as trustee, manager, or shareholder and, in several cases, disclaims beneficial ownership except for any pecuniary interest.

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^*

Allbaugh Larry Eugene

(Last) (First) (Middle)

C/O FIVE STAR BANCORP

3100 ZINFANDEL DRIVE, SUITE 100

(Street)

RANCHO CORDOVA CA 95670

(City) (State) (Zip)

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

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

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
01/29/2026

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	01/29/2026		A		974(1)	A	$0	501,719	I	By self as Trustee(2)
Common Stock								1,010,778	I	OAT Trustee(3)(4)
Common Stock								410,695	I	J Oates-Holt QSST Trustee(3)(5)
Common Stock								410,695	I	K Oates-Fairrington QSST Trustee(3)(6)
Common Stock								410,695	I	M Applegate QSST Trustee(3)(7)
Common Stock								410,695	I	P Oates QSST Trustee(3)(8)
Common Stock								10,000	I	Buzz Oates LLC Non-Member Manager(9)
Common Stock								10,000	I	Buzz Oates Group of Companies Shareholder(10)

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. Granted pursuant to the Five Star Bancorp 2021 Equity Incentive Plan with all shares scheduled to vest on December 31, 2026, provided the reporting person, Mr. Allbaugh, remains as a director with Five Star Bancorp on that date.

2. Shares are held by the Larry and Laura Allbaugh Living Trust dated November 5, 1997, for which Mr. Allbaugh serves as a trustee.

3. As trustee of this trust, Mr. Allbaugh has voting and dispositive power over these shares and may be deemed to be the indirect beneficial owner of such shares for purposes of Section 16. However, Mr. Allbaugh is not the beneficiary of this trust. Accordingly, Mr. Allbaugh disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that Mr. Allbaugh is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.

4. Shares are held by the Oates Administrative Trust, for which Mr. Allbaugh serves as a trustee.

5. Shares are held by the QSST Subtrust of the Judy Oates-Holt Irrevocable Trust, dated December 16, 2009, for which Mr. Allbaugh serves as trustee.

6. Shares are held by the QSST Subtrust of the Kathryn Oates-Fairrington Irrevocable Trust, dated December 16, 2009, for which Mr. Allbaugh serves as trustee.

7. Shares are held by the QSST Subtrust of the Marvilyn E. Applegate Irrevocable Trust, dated December 16, 2009, for which Mr. Allbaugh serves as trustee.

8. Shares are held by the QSST Subtrust of the Philip D. Oates Irrevocable Trust, dated December 16, 2009, for which Mr. Allbaugh serves as trustee.

9. Shares are held by Buzz Oates LLC, of which Mr. Allbaugh is a non-member manager. Mr. Allbaugh disclaims beneficial ownership of the shares held by Buzz Oates LLC.

10. Shares are held by Buzz Oates Group of Companies, of which Mr. Allbaugh is a shareholder and the Chief Executive Officer. Mr. Allbaugh has significant influence over Buzz Oates Group of Companies and may be deemed to be the indirect beneficial owner of such shares for purposes of Section 16. Mr. Allbaugh disclaims beneficial ownership of the shares held by Buzz Oates Group of Companies, except to the extent of his pecuniary interest therein.

Remarks:

	/s/ Larry E. Allbaugh, by Heather C. Luck, Attorney-in-Fact	02/02/2026
	** 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).
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FAQ

What insider transaction did FSBC director Larry Allbaugh report?

Larry E. Allbaugh reported an award of 974 shares of Five Star Bancorp common stock. The shares were granted at $0 per share as equity compensation under the company’s 2021 Equity Incentive Plan, rather than being purchased on the open market.

When do Larry Allbaugh’s newly granted FSBC shares vest?

The 974 granted shares are scheduled to vest on December 31, 2026. Vesting is conditioned on Mr. Allbaugh continuing to serve as a director of Five Star Bancorp through that date, aligning the award with ongoing board service.

How are Larry Allbaugh’s new FSBC shares held?

The 974 newly awarded Five Star Bancorp shares are held indirectly by the Larry and Laura Allbaugh Living Trust. Mr. Allbaugh serves as trustee of this trust, giving him authority over the shares while they are not held in his name directly.

What other indirect FSBC holdings are associated with Larry Allbaugh?

The filing lists additional indirect Five Star Bancorp holdings through several Oates-related trusts and Buzz Oates entities. Mr. Allbaugh serves as trustee, manager, or shareholder for these entities and, in multiple cases, disclaims beneficial ownership except for any pecuniary interest.

Is Larry Allbaugh considered a 10% owner of Five Star Bancorp (FSBC)?

Yes. The Form 4 identifies Larry E. Allbaugh as both a director and a more than 10% owner of Five Star Bancorp. His reported ownership is primarily indirect, through various trusts and corporate entities detailed in the filing’s footnotes.

What plan governs the 974-share grant to Larry Allbaugh at FSBC?

The 974-share award was granted under the Five Star Bancorp 2021 Equity Incentive Plan. This plan provides equity-based compensation, and the grant to Mr. Allbaugh is structured to vest at the end of 2026, subject to continued board service.