Form 4: Paulette Lemon Receives PSUs at 09/02/2025 Merger

Rhea-AI Filing Summary

Paulette Lemon, an executive formerly of HomeStreet, Inc., reported multiple equity transactions tied to the company nd its merger into Mechanics Bancorp (ticker shown as MCHB). On 09/02/2025 PSUs accelerated at the merger's effective time and converted into shares of Issuer Class A common stock; she received 1,954 and 6,389 shares from PSUs granted on 01/01/2023 and 01/01/2024 respectively, and 529 and 1,728 shares were withheld to satisfy withholding taxes. Following these settlements, her beneficial ownership positions are reported as 26,888.2 and 25,160.2 shares on different reported lines.

The filing states Ms. Lemon resigned as an officer effective at the merger closing on 09/02/2025 and is no longer subject to Section 16 reporting obligations; the Form 4 is signed by an attorney-in-fact on 09/04/2025. The transactions reflect PSU vesting and tax withholding tied exclusively to the merger and the related vesting provisions.

Positive

• PSUs accelerated and settled at the merger effective time, converting outstanding performance stock units into Issuer Class A common stock
• Clear disclosure of the number of shares issued and the shares withheld for tax withholding related to PSU settlement
• Filing documents resignation and end of Section 16 coverage, clarifying future reporting status

Negative

• Reporting person resigned and is no longer subject to Section 16, which reduces future public reporting of their transactions
• No cash proceeds are reported from these transactions, as shares were issued for PSUs and some shares were withheld for taxes (limits liquidity information)

Insights

Financial Analyst

TL;DR Insider received accelerated PSU shares at merger close; transactions reflect compensation settlement rather than open-market trading.

The reported activity shows accelerated settlement of performance stock units into Issuer Class A common stock at the effective time of the merger on 09/02/2025. The filings identify two PSU grants (01/01/2023 and 01/01/2024) that vested per their performance conditions and were converted into shares, with a portion withheld for taxes. These transactions are compensation-related and not cash purchases or sales, so no immediate proceeds or market liquidity effects are shown. The resignation and end of Section 16 coverage remove ongoing insider reporting obligations for Ms. Lemon, which slightly reduces future visibility into her holdings.

Corporate Governance Expert

TL;DR Transactions are routine merger-driven PSU settlements; resignation ends Section 16 oversight for this reporting person.

The form documents standard governance outcomes in a merger: acceleration of outstanding PSUs under the merger agreement, issuance of shares upon vesting, and tax-withholding via share retention. The filing appropriately discloses the mechanics of conversion and withholding and notes the reporting personeased to be an officer at the merger effective time. From a governance standpoint, the disclosure is complete for these events, and the termination of reporting status is explicitly stated, which is important for investor transparency.

09/04/2025 - 09:33 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

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X

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^*

LEMON PAULETTE

(Last) (First) (Middle)

1111 CIVIC DRIVE

SUITE 390

(Street)

WALNUT CREEK CA 94596

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Mechanics Bancorp [ MCHB ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP - Retail Banking Director

3. Date of Earliest Transaction (Month/Day/Year)
09/02/2025

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	09/02/2025		A		1,954(1)	A	$0(2)	21,028.2	D
Common Stock	09/02/2025		F		529(3)	D	$13.87	20,499.2	D
Common Stock	09/02/2025		A		6,389(1)	A	$0(4)	26,888.2	D
Common Stock	09/02/2025		F		1,728(3)	D	$13.87	25,160.2	D

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. Reflects shares of Issuer Class A common stock received upon vesting of performance stock units ("PSUs"). Pursuant to the Agreement and Plan of Merger, dated as of March 28, 2025, among HomeStreet, Inc., HomeStreet Bank, a subsidiary of HomeStreet, Inc., and Mechanics Bank, at the effective time of the merger on September 2, 2025, each outstanding PSU held by the Reporting Person was accelerated and entitled the Reporting Person to receive shares of Issuer Class A common stock, plus a cash amount for any accrued but unpaid dividends on the PSUs. In the merger, HomeStreet, Inc. was renamed Mechanics Bancorp.

2. Shares of Issuer Class A common stock were issued to the Reporting Person without payment of any consideration in connection with the vesting of a PSU award granted to the Reporting Person on January 1, 2023. The number of shares issued on the vesting of the PSU was determined based on the achievement of certain performance factors set forth in the PSU. The unvested portion of the PSU was cancelled.

3. Shares withheld by the Issuer in payment of the withholding tax liability incurred upon the above-reported settlement of PSUs.

4. Shares of Issuer Class A common stock were issued to the Reporting Person without payment of any consideration in connection with the vesting of a PSU award granted to the Reporting Person on January 1, 2024. The number of shares issued on the vesting of the PSU was determined based on the achievement of certain performance factors set forth in the PSU. The unvested portion of the PSU was cancelled.

Remarks:

The Reporting Person resigned as an officer of HomeStreet, Inc. in accordance with the terms of the Agreement and Plan of Merger, with such resignation effective as of the effective time of the merger on September 2, 2025. As a result, the Reporting Person is no longer subject to Section 16 in connection with her transactions in the equity securities of the Issuer and therefore no further transactions on Form 4 or Form 5 will be reported.

	/s/ Godfrey B. Evans, Attorney-in-Fact for Paulette Lemon	09/04/2025
	** 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 did Paulette Lemon report on Form 4 for HMST/MCHB?

The Form 4 reports accelerated vesting of PSUs at the merger effective 09/02/2025, resulting in issuance of 1,954 and 6,389 shares and withholding of 529 and 1,728 shares for taxes.

Why were shares issued to Paulette Lemon with no payment?

Shares were issued upon vesting of performance stock units granted on 01/01/2023 and 01/01/2024; issuance was pursuant to PSU performance vesting terms, not a purchase.

Did Paulette Lemon sell any shares on 09/02/2025?

No sales are reported. Some shares were withheld by the issuer to satisfy withholding tax liabilities, which is not a market sale.

Is Paulette Lemon still subject to Section 16 reporting after this filing?

No. The filing states she resigned as an officer effective at the merger on 09/02/2025 and is no longer subject to Section 16 reporting for the issuer.

Which ticker is associated with the filing and the merger?

The filing references Mechanics Bancorp with ticker MCHB, and the submitting company was previously HomeStreet, Inc. (ticker shown in metadata as HMST in the title).