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Erik Hand Receives 4,008 PSU Shares at Mechanics Bancorp Merger

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Erik D. Hand, identified as EVP, Mortgage Lending Director, reported receipt of Issuer Class A common stock on September 2, 2025 related to vesting of performance stock units (PSUs) accelerated by a merger. The Form 4 shows two non‑derivative acquisitions: 966 shares from a 2023 PSU and 3,042 shares from a 2024 PSU, both issued without payment based on achievement of specified performance factors, bringing his reported direct holdings to 10,236 shares. The filing also discloses 3,165.212 shares held indirectly via the HomeStreet, Inc. 401(k) Savings Plan as of the merger date.

The Form 4 states that at the effective time of the merger on September 2, 2025, HomeStreet, Inc. was renamed Mechanics Bancorp and the Reporting Person resigned as an officer, after which he is no longer subject to Section 16 reporting for the issuer.

Positive

  • PSUs accelerated and settled at merger, converting performance awards into issued shares for the reporting person
  • Clear disclosure of both direct holdings and indirect 401(k) holdings, improving transparency about insider ownership

Negative

  • Reporting person resigned as an officer and is no longer subject to Section 16 reporting for the issuer, meaning fewer future insider filings for this individual

Insights

TL;DR Insider received accelerated PSU shares due to a merger; transaction reflects compensation vesting rather than open‑market buys or sells.

The reported transactions are non‑cash issuances tied to performance stock units that vested upon a merger and merger‑related acceleration. Such equity issuances increase insider-held shares but do not indicate a market purchase or sale signal. The filing also quantifies indirect holdings via the company's 401(k) plan, which can affect total insider alignment but provides no change in control. Overall, this is a routine compensation settlement triggered by a corporate transaction.

TL;DR The Form 4 documents merger‑driven vesting and an officer resignation; governance change is procedural and disclosed.

The filing clarifies that PSUs were accelerated under the merger agreement and that unvested portions were cancelled, consistent with common merger treatment of equity awards. The reporting person’s resignation at the merger effective time and the statement that he is no longer subject to Section 16 are important governance disclosures for compliance and future reporting expectations. There is no indication of litigation, clawbacks, or deviations from plan terms in the provided text.

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
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*
Hand Erik D

(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, Mortgage Lending 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 966(1) A $0(2) 7,194 D
Common Stock 09/02/2025 A 3,042(1) A $0(3) 10,236 D
Common Stock 3,165.212 I HomeStreet, Inc. 401(k) Savings Plan(4)
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 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.
4. Participants in HomeStreet Inc.'s 401(k) Savings Plan, or the "401(k) Plan", have the authority to direct voting of shares they hold through the 401(k) Plan. The amount of shares held in the 401(K Plan is as of September 2, 2025.
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 his 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 Erik D. Hand 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 shares did Erik D. Hand receive on 09/02/2025 according to the Form 4?

The Form 4 reports issuance of 966 shares from a 2023 PSU and 3,042 shares from a 2024 PSU, both issued without payment upon vesting.

Why were the PSUs converted into shares for the reporting person?

The PSUs were accelerated and settled into Issuer Class A common stock at the effective time of the merger described in the filing.

How many total direct shares did Erik D. Hand beneficially own after the transactions?

The filing shows 10,236 shares beneficially owned directly following the reported transactions.

Does the Form 4 disclose any indirect holdings for the reporting person?

Yes. The filing reports 3,165.212 shares held indirectly through the HomeStreet, Inc. 401(k) Savings Plan as of September 2, 2025.

Did the reporting person purchase or sell shares on the open market?

No. The recorded transactions are issuances upon vesting of PSUs (non‑cash), not open‑market purchases or sales.
Homestreet

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