Executive at Mechanics Bancorp (MCHB) exercises units, withholds shares for tax

Rhea-AI Filing Summary

Mechanics Bancorp executive Christopher D. Pierce, EVP & Chief Operating Officer, reported equity award activity. He exercised 4,580 incentive units into 4,580 shares of Class A common stock at a price of $0.0000 per share and then disposed of 1,887 shares through a tax-withholding transaction at $15.3700 per share.

After these transactions, he directly held 30,870 shares of Class A common stock and 9,162 incentive units. Each incentive unit is the economic equivalent of one share of Class A common stock and vests in two equal annual installments beginning on February 15, 2027.

Insider Trade Summary

4,580 shares exercised/converted

Mixed 3 txns

Insider Pierce Christopher D

Role EVP & Chief Operating Officer

Type	Security	Shares	Price	Value
Exercise	Incentive Units - Not Deferred (2024)	4,580	$0.00	--
Exercise	Class A Common Stock	4,580	$0.00	--
Tax Withholding	Class A Common Stock	1,887	$15.37	$29K

Holdings After Transaction: Incentive Units - Not Deferred (2024) — 9,162 shares (Direct); Class A Common Stock — 32,757 shares (Direct)

Footnotes (1)

1. Each incentive unit represents a contingent right to receive one share of Issuer Class A common stock. Incentive units do not require the holder to pay any consideration upon vesting. Each incentive unit is the economic equivalent of one share of Issuer Class A Common Stock. The incentive units vest in two equal annual installments beginning February 15, 2027.

Form 4 Insider Transactions: What Each Field Means →

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^*

Pierce Christopher 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 & Chief Operating Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/15/2026

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
Class A Common Stock	02/15/2026		M		4,580	A	(1)	32,757	D
Class A Common Stock	02/15/2026		F		1,887	D	$15.37	30,870	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
Incentive Units - Not Deferred (2024)	(2)	02/15/2026		M			4,580	(3)	(3)	Class A Common Stock	4,580	$0	9,162	D

Explanation of Responses:

1. Each incentive unit represents a contingent right to receive one share of Issuer Class A common stock. Incentive units do not require the holder to pay any consideration upon vesting.

2. Each incentive unit is the economic equivalent of one share of Issuer Class A Common Stock.

3. The incentive units vest in two equal annual installments beginning February 15, 2027.

Remarks:

	/s/ Glenn Shrader, Attorney in fact for Christopher D. Pierce	02/18/2026
	** 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.

FAQ

What did Mechanics Bancorp EVP Christopher Pierce report on this Form 4?

Christopher D. Pierce reported exercising 4,580 incentive units into 4,580 shares of Mechanics Bancorp Class A common stock and a tax-withholding disposition of 1,887 shares, reflecting equity compensation activity rather than an open-market stock purchase or sale.

How many Mechanics Bancorp shares does Christopher Pierce hold after the transactions?

After the reported transactions, Christopher D. Pierce directly holds 30,870 shares of Mechanics Bancorp Class A common stock and 9,162 incentive units, according to the Form 4, showing his post-transaction ownership position in the company’s equity.

What price was used for the tax-withholding share disposition on Mechanics Bancorp stock?

The tax-withholding disposition involved 1,887 shares of Mechanics Bancorp Class A common stock at $15.3700 per share, used to satisfy exercise price or tax liability related to the equity award exercise reported by Christopher D. Pierce.

What are Mechanics Bancorp incentive units reported by Christopher Pierce?

Each incentive unit reported by Christopher D. Pierce represents a contingent right to receive one share of Mechanics Bancorp Class A common stock and does not require payment upon vesting, making them economically equivalent to one share of common stock per unit.

When do Christopher Pierce’s Mechanics Bancorp incentive units vest?

The incentive units held by Christopher D. Pierce vest in two equal annual installments beginning on February 15, 2027, creating a two-year vesting schedule for these awards based on the details disclosed in the Form 4 footnotes.

Did Christopher Pierce buy or sell Mechanics Bancorp shares on the open market?

The Form 4 shows a derivative exercise and a tax-withholding disposition, not an open-market buy or sell. Shares were acquired via incentive unit exercise and some were surrendered to cover related obligations.