Five Star Bancorp (FSBC) EVP sells 641 shares at $37.28

Rhea-AI Filing Summary

Five Star Bancorp executive Michael A. Rizzo, EVP & Chief Banking Officer, reported an insider transaction involving the company’s common stock. On 12/12/2025, 641 shares of common stock were sold at $37.28 per share, reducing to zero the indirectly owned shares that had been held directly by his child, who resides in his household.

After this sale, Rizzo continues to beneficially own 33,369 shares of Five Star Bancorp common stock indirectly through The Rizzo Family Trust, for which he serves as trustee. This amount includes grants of 7,000, 6,000 and 3,629 shares under the Five Star Bancorp 2021 Equity Incentive Plan, with portions already vested and the remaining shares scheduled to vest in equal installments over five-year periods, including a grant beginning to vest in 2026, provided he remains employed on the respective vesting dates.

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^*

Rizzo Michael Anthony

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
12/12/2025

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	12/12/2025		S		641	D	$37.28	0	I	See footnote(1)
Common Stock								33,369(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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Mr. Rizzo's child had direct ownership of 641 shares. Mr. Rizzo's child resides in Mr. Rizzo's household.

2. Includes 7,000 shares granted pursuant to the Five Star Bancorp 2021 Equity Incentive Plan (including 5,600 shares which have vested and 1,400 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), 6,000 shares granted pursuant to the Five Star Bancorp 2021 Equity Incentive Plan (including 1,200 shares which have vested and 4,800 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 which are scheduled to vest in equal installments over a five-year period beginning in 2026, 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	12/15/2025
	** 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).
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.

FAQ

What insider transaction did Five Star Bancorp (FSBC) disclose for Michael A. Rizzo?

The filing reports that on 12/12/2025, Michael A. Rizzo was involved in the sale of 641 shares of Five Star Bancorp common stock at a price of $37.28 per share.

Who is the reporting person in this Five Star Bancorp (FSBC) Form 4 and what is his role?

The reporting person is Michael A. Rizzo, who serves as EVP & Chief Banking Officer of Five Star Bancorp and is an officer of the company.

How many Five Star Bancorp (FSBC) shares does Michael A. Rizzo beneficially own after the reported transaction?

Following the reported sale, Michael A. Rizzo beneficially owns 33,369 shares of Five Star Bancorp common stock indirectly.

How were the 641 Five Star Bancorp (FSBC) shares involved in the sale held before the transaction?

Before the sale, the 641 shares were held with direct ownership by Mr. Rizzo’s child, who resides in his household, and were reported as indirectly owned by him.

How are Michael A. Rizzo’s remaining Five Star Bancorp (FSBC) shares held?

The remaining 33,369 shares are held indirectly by The Rizzo Family Trust, dated December 4, 2019, for which Mr. Rizzo serves as trustee.

What equity incentive plan grants are included in Michael A. Rizzo’s Five Star Bancorp (FSBC) holdings?

His holdings include grants of 7,000 shares, 6,000 shares, and 3,629 shares under the Five Star Bancorp 2021 Equity Incentive Plan. Portions have vested, and the remaining shares are scheduled to vest in equal installments over five-year periods, including a grant beginning to vest in 2026, if he remains employed on the vesting dates.