[SCHEDULE 13D] HomeStreet, Inc. SEC Filing

Q: What percentage of Mechanics Bancorp (HMST) Class A stock do the Ford-related reporting persons own?

The Ford-related reporting persons beneficially own 171,765,719 shares , representing 78.1% of the 219,822,191 Class A shares outstanding as disclosed.

Q: Do the reporting persons have registration rights for resale of their shares?

Yes. The Ford parties and Rabobank entered into a Registration Rights Agreement requiring the issuer to use reasonable best efforts to file a Form S-3 resale shelf within 180 days of the Closing Date.

Filing Impact

(Low)

Filing Sentiment

(Neutral)

Form Type

SCHEDULE 13D

Rhea-AI Filing Summary

Mechanics Bancorp (formerly HomeStreet, Inc.) completed a merger on September 2, 2025 that converted Mechanics Bank voting shares into Class A common stock of the combined company. Under the merger, each Mechanics voting common share was converted into 3,301.0920 shares of the issuer's Class A stock. EB Acquisition Company LLC received 81,134,239 shares (36.9% of Class A) and EB Acquisition Company II LLC received 90,631,480 shares (41.2% of Class A), together representing 171,765,719 shares or 78.1% of the 219,822,191 outstanding Class A shares reported as of the Closing Date. The shares held by the Ford-related entities were issued in connection with the Merger and funded by capital contributions to the acquisition vehicles. The Ford parties and Rabobank have a registration rights agreement requiring the issuer to use reasonable best efforts to file a resale shelf registration on Form S-3 within 180 days of closing. Carl B. Webb is identified as sole manager of the ultimate management vehicle and is a director of the issuer.

Positive

Registration rights agreement requiring the issuer to use reasonable best efforts to file a Form S-3 resale shelf within 180 days, which can improve liquidity for the acquired shares.
Clear disclosure that the issued shares were consideration in the Merger and funded by capital contributions, providing transparency on source of funds.

Negative

Highly concentrated ownership: Ford-related entities beneficially own 171,765,719 shares, representing 78.1% of Class A common stock, concentrating voting and dispositive power.
Potential governance risks: Reporting persons reserve rights to propose changes to board composition, dividend policy, charter and pursue extraordinary transactions that could affect minority holders.
Insider influence: Carl B. Webb is sole manager of the ultimate managing entity and is a director of the issuer, indicating centralized control.

Insights

TL;DR: The merger issued a controlling stake to Ford-related vehicles and created near-term resale registration rights; ownership concentration is material to valuation and liquidity.

The Ford-related reporting persons now beneficially own 171,765,719 Class A shares, equal to 78.1% of outstanding Class A stock based on the disclosed share count of 219,822,191. This is a material change in the issuer's capitalization and significantly concentrates voting and dispositive power. The Registration Rights Agreement obligates the issuer to pursue a Form S-3 shelf within 180 days, which could improve liquidity for those holders once effective. The facts presented show the ownership was issued as merger consideration and funded by capital contributions; no other transactions in the prior 60 days were reported.

TL;DR: Concentrated control (78.1%) creates potential governance and minority-shareholder risk given reserved rights to influence board and corporate actions.

The reporting persons expressly reserve rights to propose changes to board composition, dividend policy, charter/bylaws, and to pursue extraordinary transactions. Carl B. Webb is identified as a director and as sole manager of the ultimate managing entity, implying centralized decision authority. These disclosures indicate significant potential to direct corporate strategy and corporate actions affecting minority holders; the filing does not disclose negotiated protections for minority shareholders or limitations on these rights.

09/09/2025 - 05:35 PM

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

Mechanics Bancorp

(Name of Issuer)

Class A common stock, no par value per share

(Title of Class of Securities)

43785V102

(CUSIP Number)

Corey Prestidge
6565 Hillcrest Avenue, 6th Floor,
Dallas, TX, 75205
214-871-5151

Jacob A. Kling, Esq.
Wachtell, Lipton, Rosen & Katz, 51 W 52nd St
New York, NY, 10019
(212) 403 1000

Eric M. Feinstein, Esq.
Wachtell, Lipton, Rosen & Katz, 51 W 52nd St
New York, NY, 10019
(212) 403 1000

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

09/02/2025

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

SCHEDULE 13D

Item 1.

Security and Issuer

(a)

Title of Class of Securities:

Class A common stock, no par value per share

(b)

Name of Issuer:

Mechanics Bancorp

(c)

Address of Issuer's Principal Executive Offices:

1111 Civic Drive, Walnut Creek, CALIFORNIA , 94596.

Item 2.

Identity and Background

(a)

This Schedule 13D is being filed by EB Acquisition Company LLC, a Delaware limited liability company, Ford Financial Fund II, L.P., a Delaware limited partnership, Ford Management II, L.P., a Delaware limited partnership, EB Acquisition Company II LLC, a Delaware limited liability company, Ford Financial Fund III, L.P., a Delaware limited partnership, Ford Management III, L.P., a Delaware limited partnership, Ford Ultimate Management II, LLC, a Delaware limited liability company, and Carl B. Webb, a United States citizen (collectively, the "Reporting Persons"). The agreement among the Reporting Persons to file this Schedule 13D jointly in accordance with Rule 13d-1(k) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), is attached hereto as Exhibit 99.1.

(b)

The address of the principal business office of each Reporting Person is 6565 Hillcrest Avenue, 6th Floor, Dallas, Texas 75205.

(c)

The principal occupation of each of the Reporting Persons is investments.

(d)

During the last five years, none of the Reporting Persons has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).

(e)

During the last five years, none of the Reporting Persons was a party to a civil proceeding of a judicial of administrative body of competent jurisdiction or were subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

(f)

Carl B. Webb is a United States citizen. All other Reporting Persons were organized in the state of Delaware.

Item 3.

Source and Amount of Funds or Other Consideration

The shares of Class A common stock reported herein as being beneficially owned by the Reporting Persons were issued to EB Acquisition Company LLC and EB Acquisition Company II LLC in connection with the consummation of the merger (the "Merger") on September 2, 2025 (the "Closing Date") pursuant to the terms of the Agreement and Plan of Merger, dated as of March 28, 2025 (the "Merger Agreement"), by and among the Issuer, HomeStreet Bank and Mechanics Bank. In connection with the Merger, (i) the Issuer changed its name to "Mechanics Bancorp" from "HomeStreet, Inc." pursuant to an amended and restated articles of incorporation that were filed with the Secretary of State of the State of Washington (the "Articles Amendment") and (ii) at the effective time of the Merger (the "Effective Time"), HomeStreet Bank merged with and into Mechanics Bank, with Mechanics Bank surviving the Merger and becoming a wholly-owned subsidiary of the Issuer. At the Effective Time, each share of common stock, par value $50 per share, of Mechanics Bank designated as voting common stock ("Mechanics voting common stock") issued and outstanding immediately prior to the Effective Time, subject to certain exceptions, was converted into the right to receive 3,301.0920 shares of Class A common stock, no par value, of the Issuer. All existing shares of the Issuer's common stock held by legacy Issuer shareholders prior to the Effective Time were redesignated as Class A common stock pursuant to the Articles Amendment that was adopted in connection with the Merger. Upon completion of the Merger, the shares of Mechanics voting common stock held by (i) EB Acquisition Company LLC were cancelled and converted into an aggregate of 81,134,239 shares of the Issuer's Class A common stock and (ii) EB Acquisition Company II LLC were cancelled and converted into an aggregate of 90,631,480 shares of the Issuer's Class A common stock. The funds used by EB Acquisition Company LLC and EB Acquisition Company II LLC to acquire the shares of Mechanics voting common stock were obtained from capital contributions by its members.

Item 4.

Purpose of Transaction

The information set forth in Item 3 is incorporated by reference herein. The Reporting Persons purchased the aforementioned securities for investment purposes with the aim of increasing the value of their investments. Subject to applicable legal requirements, one or more of the Reporting Persons may acquire additional securities of the Issuer from time to time in open market or private transactions, depending on such Reporting Person's evaluation of the Issuer's business, prospects and financial condition, the market for the Issuer's securities, other developments concerning the Issuer, other opportunities available to the Reporting Persons, and general economic and stock market conditions. In addition, depending upon the factors referred to above, the Reporting Persons may dispose of all or a portion of their securities of the Issuer at any time (including by means of programs adopted pursuant to Rule 10b5-1 under the Exchange Act). Each of the Reporting Persons reserve the right to increase or decrease its holdings on such terms and at such times as each may decide. Except as set forth in this Item 4 and Item 6 below, none of the Reporting Persons have a present plan or proposal that relates to or would result in any of the actions specified in clauses (a) through (j) of Item 4 of Schedule 13D of the Exchange Act. However, each of the Reporting Persons reserves the right to propose or participate in future transactions which may result in one or more of such actions, including but not limited to, an extraordinary corporate transaction, such as a merger, reorganization or liquidation, sale of a material amount of assets of the Issuer or its subsidiaries, or other transactions which might have the effect of causing the Class A common stock to become eligible for termination of registration under Section 12(g) of the Act. Each of the Reporting Persons also reserves the right to propose or participate in changes to the present board of directors or management of the Issuer, including changes to the number of directors, changes to the dividend policy of the Issuer, changes to the business of the Issuer, or changes to the charter, bylaws or instruments corresponding thereto of the Issuer. The Reporting Persons also retain the right to change their investment intent at any time, to acquire additional shares of Class A common stock or other securities of the Issuer from time to time, or to sell or otherwise dispose of all or part of the Class A common stock beneficially owned by them (or any shares of common stock into which such securities are converted) in any manner permitted by law. The Reporting Persons may engage from time to time in ordinary course transactions with financial institutions with respect to the securities described herein. Carl B. Webb is a member of the board of directors of the Issuer. As a director of the Issuer, Carl B. Webb may have influence over the corporate activities of the Issuer, including activities which may relate to the transactions described in clauses (a) through (j) of Item 4 of Schedule 13D.

Item 5.

Interest in Securities of the Issuer

(a)

Rows 11 and 13 of each Reporting Person's cover page to this Schedule 13D set forth the aggregate number of shares of common stock and percentages of the shares of common stock beneficially owned by such Reporting Person and are incorporated by reference herein. The percentage set forth in each row 13 is based upon the 219,822,191 shares of Class A common stock outstanding as of September 2, 2025, as reported in the Issuer's Current Report on Form 8-K filed with the Securities and Exchange Commission (the "SEC") on September 2, 2025. The beneficial ownership of the Issuer's Class A common stock by Ford Financial Fund II, L.P. and Ford Management II, L.P. consists of the 81,134,239 shares of Class A common stock directly held by EB Acquisition Company LLC. Ford Financial Fund II, L.P. is the sole member of, and may be deemed to beneficially own the securities owned by, EB Acquisition Company LLC. Ford Management II, L.P. is the general partner of, and may be deemed to beneficially own the securities owned by, Ford Financial Fund II, L.P. The beneficial ownership of the Issuer's Class A common stock by Ford Financial Fund III, L.P. and Ford Management III, L.P. consists of the 90,631,480 shares of Class A common stock directly held by EB Acquisition Company II LLC. Ford Financial Fund III, L.P. is the sole member of, and may be deemed to beneficially own the securities owned by, EB Acquisition Company II LLC. Ford Management III, L.P. is the general partner of, and may be deemed to beneficially own the securities owned by, Ford Financial Fund III, L.P. The beneficial ownership of the Issuer's Class A common stock by Ford Ultimate Management II, LLC and Carl B. Webb consists of the 171,765,719 shares of Class A common stock directly held by EB Acquisition Company LLC and EB Acquisition Company II LLC. Ford Ultimate Management II, LLC is the general partner of, and may be deemed to beneficially own the securities owned by, Ford Management II, L.P. and Ford Management III, L.P. Carl B. Webb is the sole manager of Ford Ultimate Management II, LLC and exercises sole voting and dispositive power over, and may be deemed to beneficially own, the securities owned by Ford Ultimate Management II, LLC.

(b)

Rows 7 through 10 of each Reporting Person's cover page to this Schedule 13D set forth the number of shares of Class A common stock as to which such Reporting Person has the sole or shared power to vote or direct the vote and sole or shared power to dispose or to direct the disposition and are incorporated by reference.

(c)

Except as set forth in Item 3 and Item 6, none of the Reporting Persons has effected any transactions with respect to the securities of the Issuer during the past sixty days.

(d)

No other person is known to have the right to receive or the power to direct the receipt of dividends from, or any proceeds from the sale of, the securities beneficially owned by any of the Reporting Persons.

(e)

Not applicable.

Item 6.

Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer

In connection with the Merger Agreement, EB Acquisition Company LLC, EB Acquisition Company II, LLC, Ford Financial Fund II, L.P., Ford Financial Fund III, L.P. (collectively, the "Ford Parties"), the Issuer, Mechanics Bank, and Rabobank International Holding B.V. ("Rabobank") entered into a registration rights agreement, dated as of March 28, 2025 (the "Registration Rights Agreement"), pursuant to which, among other things, (i) the Ford Parties and Rabobank are entitled to certain demand registration rights, shelf takedown rights and piggyback registration rights with respect to the shares of the Issuer's Class A common stock that they each acquired in the Merger, subject to certain minimum and maximum thresholds and other customary limitations and (ii) the Issuer is required to use reasonable best efforts to file, within 180 days of the Closing Date, a resale shelf registration statement on Form S-3 covering the shares of the Issuer's common stock acquired by the Ford Parties and Rabobank in the Merger.

Item 7.

Material to be Filed as Exhibits.

Exhibit 99.1 Joint Filing Agreement Exhibit 99.2 Registration Rights Agreement (incorporated herein by reference to Exhibit 4.1 to Mechanics Bancorp's Current Report on Form 8-K filed with the SEC on September 2, 2025)

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

EB Acquisition Company LLC

Signature:	/s/ Carl B. Webb
Name/Title:	Carl B. Webb, Authorized Person
Date:	09/09/2025

Ford Financial Fund II, L.P.

Signature:	/s/ Carl B. Webb
Name/Title:	By Ford Management II, L.P., its general partner, by Ford Ultimate Management II, LLC, its general partner, by Carl B. Webb, sole manager
Date:	09/09/2025

Ford Management II, L.P.

Signature:	/s/ Carl B. Webb
Name/Title:	By Ford Ultimate Management II, LLC, its general partner, by Carl B. Webb, sole manager
Date:	09/09/2025

EB Acquisition Company II LLC

Signature:	/s/ Carl B. Webb
Name/Title:	Carl B. Webb, Authorized Person
Date:	09/09/2025

Ford Financial Fund III, L.P.

Signature:	/s/ Carl B. Webb
Name/Title:	By Ford Management III, L.P., its general partner, by Ford Ultimate Management II, LLC, its general partner, by Carl B. Webb, sole manager
Date:	09/09/2025

Ford Management III, L.P.

Signature:	/s/ Carl B. Webb
Name/Title:	By Ford Ultimate Management II, LLC, its general partner, by Carl B. Webb, sole manager
Date:	09/09/2025

Ford Ultimate Management II, LLC

Signature:	/s/ Carl B. Webb
Name/Title:	Carl B. Webb, sole manager
Date:	09/09/2025

WEBB CARL B

Signature:	/s/ Carl B. Webb
Name/Title:	Carl B. Webb
Date:	09/09/2025

Source: View Original Filing on SEC EDGAR

FAQ

What percentage of Mechanics Bancorp (HMST) Class A stock do the Ford-related reporting persons own?

The Ford-related reporting persons beneficially own 171,765,719 shares, representing 78.1% of the 219,822,191 Class A shares outstanding as disclosed.

How were the reporting persons' shares acquired in the merger?

The shares were issued to EB Acquisition Company LLC and EB Acquisition Company II LLC as merger consideration when Mechanics voting common stock was converted into Class A shares under the Merger Agreement.

Do the reporting persons have registration rights for resale of their shares?

Yes. The Ford parties and Rabobank entered into a Registration Rights Agreement requiring the issuer to use reasonable best efforts to file a Form S-3 resale shelf within 180 days of the Closing Date.

Does any reporting person hold a board seat at Mechanics Bancorp?

Yes. Carl B. Webb is identified in the filing as a director of the issuer and as sole manager of the ultimate managing entity for the reporting persons.

Can the reporting persons buy or sell additional shares?

Yes. The filing states the reporting persons may acquire additional securities or dispose of all or a portion of their holdings in open market or private transactions and may change their investment intent at any time.

[SCHEDULE 13D] HomeStreet, Inc. SEC Filing

Insights

FAQ

What percentage of Mechanics Bancorp (HMST) Class A stock do the Ford-related reporting persons own?

How were the reporting persons' shares acquired in the merger?

Do the reporting persons have registration rights for resale of their shares?

Does any reporting person hold a board seat at Mechanics Bancorp?

Can the reporting persons buy or sell additional shares?

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[SCHEDULE 13D] HomeStreet, Inc. SEC Filing

Insights

Financial Analyst neutral

Corporate Governance Expert negative

FAQ

What percentage of Mechanics Bancorp (HMST) Class A stock do the Ford-related reporting persons own?

How were the reporting persons' shares acquired in the merger?

Do the reporting persons have registration rights for resale of their shares?

Does any reporting person hold a board seat at Mechanics Bancorp?

Can the reporting persons buy or sell additional shares?

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HMST Latest News

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