STOCK TITAN

Mechanics Bancorp (MCHB) director logs tiny 2-share sale via family trust

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

Rhea-AI Filing Summary

Mechanics Bancorp director Edward Michael Downer reported a very small indirect sale of 2 shares of Class A Common Stock at $15.13 per share on June 15, 2026. The E M Downer Dynasty Trust still holds 1,121,268 shares after this trade, and several other direct and indirect holdings were reported without new transactions.

Positive

  • None.

Negative

  • None.
Insider Downer Edward Michael
Role null
Sold 2 shs ($30.26)
Type Security Shares Price Value
Sale Class A Common Stock 2 $15.13 $30.26
holding Class A Common Stock -- -- --
holding Class A Common Stock -- -- --
holding Class A Common Stock -- -- --
holding Class A Common Stock -- -- --
holding Class A Common Stock -- -- --
holding Class A Common Stock -- -- --
Holdings After Transaction: Class A Common Stock — 1,121,268 shares (Indirect, E M Downer Dynasty Trust UAD 11/28/03 FBO Michael Downer); Class A Common Stock — 9,903 shares (Direct, null)
Footnotes (1)
  1. The Reporting Person is the Investment Manager and beneficiary of the E M Downer Dynasty Trust UAD 11/28/03. The Reporting Person is the Investment Manager of MJAK Holdings, LLC and has the power to direct the voting of such shares. The Reporting Person is the voting trustee for the Douglas Downer Family Dynasty Trust. The Reporting Person is the voting trustee for the Robert M Downer Family Dynasty Trust. The Reporting Person is the voting trustee for the E M Downer Family Dynasty II Trust dated 12/28/03.
Shares sold 2 shares Open-market sale on June 15, 2026
Sale price $15.13 per share Price for 2 shares sold
Dynasty Trust holding 1,121,268 shares E M Downer Dynasty Trust after sale
Separate Property Trust holding 1,511,898 shares E. Michael Downer Separate Property Trust UTD 9/22/08
MJAK Holdings LLC holding 1,155,382 shares MJAK Holdings, LLC position reported
Direct holding 9,903 shares Directly held Class A Common Stock
Class A Common Stock financial
"security_title: "Class A Common Stock""
Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.
open-market sale financial
"transaction_action: "open-market sale""
An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.
indirect ownership financial
"ownership_type: "indirect""
voting trustee financial
"The Reporting Person is the voting trustee for the Douglas Downer Family Dynasty Trust."
Investment Manager financial
"The Reporting Person is the Investment Manager of MJAK Holdings, LLC"
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SEC Form 4
FORM 4UNITED 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*
Downer Edward Michael

(Last)(First)(Middle)
1111 CIVIC DR STE 390

(Street)
WALNUT CREEK CALIFORNIA 94596-3895

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Mechanics Bancorp [ MCHB ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/15/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Class A Common Stock06/15/2026S2D$15.131,121,268IE M Downer Dynasty Trust UAD 11/28/03 FBO Michael Downer(1)
Class A Common Stock9,903D
Class A Common Stock1,511,898IE. Michael Downer, Trustee of the E. Michael Downer Separate Property Trust UTD 9/22/08
Class A Common Stock1,155,382IE. Michael Downer, Investment Manager for MJAK Holdings, LLC(2)
Class A Common Stock1,121,270IDouglas Downer Family Dynasty Trust(3)
Class A Common Stock1,121,270IRobert M Downer Family Dynasty Trust(4)
Class A Common Stock79,226IE M Downer Family Dynasty II Trust 12/28/03(5)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. The Reporting Person is the Investment Manager and beneficiary of the E M Downer Dynasty Trust UAD 11/28/03.
2. The Reporting Person is the Investment Manager of MJAK Holdings, LLC and has the power to direct the voting of such shares.
3. The Reporting Person is the voting trustee for the Douglas Downer Family Dynasty Trust.
4. The Reporting Person is the voting trustee for the Robert M Downer Family Dynasty Trust.
5. The Reporting Person is the voting trustee for the E M Downer Family Dynasty II Trust dated 12/28/03.
Remarks:
/s/ Glenn Shrader, Attorney in fact for E. Michael Downer06/17/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Mechanics Bancorp (MCHB) disclose in this Form 4?

Mechanics Bancorp director Edward Michael Downer disclosed an indirect open-market sale of 2 shares of Class A Common Stock at $15.13 per share. The transaction was made through the E M Downer Dynasty Trust and represents a very small change in reported holdings.

How many Mechanics Bancorp (MCHB) shares does the E M Downer Dynasty Trust hold after the sale?

After the reported sale, the E M Downer Dynasty Trust holds 1,121,268 shares of Mechanics Bancorp Class A Common Stock. This figure reflects the position following the 2-share open-market sale disclosed in the Form 4 dated June 15, 2026.

Were there other Mechanics Bancorp (MCHB) share transactions besides the 2-share sale?

The Form 4 shows additional Mechanics Bancorp Class A Common Stock positions as holding entries only, with no new buy or sell transactions. These include various family dynasty trusts, an LLC, and a separate property trust, plus a smaller direct holding, all reported as of June 15, 2026.

Is the Mechanics Bancorp (MCHB) insider transaction direct or through a trust?

The reported sale of 2 Mechanics Bancorp shares was indirect, executed through the E M Downer Dynasty Trust UAD 11/28/03 FBO Michael Downer. The filing also lists other indirect holdings via family trusts and an LLC, plus a separate direct holding position.

What price was received for the Mechanics Bancorp (MCHB) shares sold?

The 2 shares of Mechanics Bancorp Class A Common Stock were sold at $15.13 per share in an open-market transaction. This price applies only to the small disclosed sale by the E M Downer Dynasty Trust on June 15, 2026.

Does the Mechanics Bancorp (MCHB) Form 4 show any derivative securities?

The Form 4 derivative summary is empty, indicating no derivative securities such as options or warrants were reported in this filing. All entries relate to Mechanics Bancorp Class A Common Stock held directly or indirectly through trusts and an LLC.