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Oak Valley Bancorp (OVLY) CEO updates 401k and profit sharing stock position

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

Rhea-AI Filing Summary

Oak Valley Bancorp CEO Courtney Christopher M. reported a discretionary Form 4 transaction involving company common stock. The filing shows an adjustment of 657 shares of common stock with a reported price of $0.00 per share, reflecting shares acquired through the company’s 401k and 401k profit sharing plans in 2026.

According to the footnotes, these purchases occur under a Rule 10b5-1 purchase plan on various dates and at various prices, so this entry consolidates plan activity rather than an open‑market trade. After this adjustment, Christopher directly holds 244,304 shares of Oak Valley Bancorp common stock.

Positive

  • None.

Negative

  • None.
Insider Courtney Christopher M.
Role CEO
Type Security Shares Price Value
I Common Stock 657 $0.00 --
Holdings After Transaction: Common Stock — 244,304 shares (Direct, null)
Footnotes (1)
  1. Shares acquired through company 401k plan. Purchase transactions occur under 10b5-1 purchase plan with various dates and pricing. Adjustment to holdings for shares acquired through 401k profit sharing plan in 2026.
Discretionary transaction shares 657 shares Common stock adjusted through 401k and profit sharing plans
Transaction price $0.00 per share Reported price for the 657-share discretionary transaction
Holdings after transaction 244,304 shares CEO direct ownership after Form 4 transaction
Rule 16b-3(f) regulatory
"transaction_code_description: Discretionary transaction under Rule 16b-3(f)"
Rule 10b5-1 purchase plan regulatory
"Purchase transactions occur under 10b5-1 purchase plan with various dates and pricing."
401k profit sharing plan financial
"Adjustment to holdings for shares acquired through 401k profit sharing plan in 2026."
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Form 4 Insider Transactions: What Each Field Means →
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*
Courtney Christopher M.
(Last)(First)(Middle)
125 NORTH THIRD AVENUE
(Street)
OAKDALE CALIFORNIA 95361
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Oak Valley Bancorp [ OVLY ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
CEO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/20/2026		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
Common Stock05/20/2026(1)I(2)657A(1)244,304D
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. Shares acquired through company 401k plan. Purchase transactions occur under 10b5-1 purchase plan with various dates and pricing.
2. Adjustment to holdings for shares acquired through 401k profit sharing plan in 2026.
/s/ Christopher M Courtney06/29/2026
** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Oak Valley Bancorp (OVLY) report in this Form 4?

The Form 4 reports a discretionary adjustment of 657 shares of Oak Valley Bancorp common stock for CEO Courtney Christopher M., tied to company 401k and profit sharing plan activity, rather than an open‑market purchase or sale.

How many Oak Valley Bancorp (OVLY) shares does the CEO hold after this transaction?

Following the reported discretionary transaction, CEO Courtney Christopher M. directly holds 244,304 shares of Oak Valley Bancorp common stock, reflecting an updated position that includes shares acquired through the company’s 401k and profit sharing plans in 2026.

Was the Oak Valley Bancorp (OVLY) Form 4 transaction an open-market buy or sell?

The Form 4 does not show an open‑market buy or sell. It records a discretionary transaction under Rule 16b-3(f), reflecting 401k and profit sharing plan share acquisitions, with a reported transaction price of $0.00 per share for 657 common shares.

What is the significance of Rule 16b-3(f) in the Oak Valley Bancorp (OVLY) filing?

Rule 16b-3(f) allows certain insider transactions related to benefit or compensation plans to be exempt from short‑swing profit rules. Here, it covers the CEO’s discretionary transaction adjusting for 401k and profit sharing plan shares rather than typical market trading.

How were the additional Oak Valley Bancorp (OVLY) shares for the CEO obtained?

Footnotes state the additional shares were acquired through the company’s 401k plan and a 401k profit sharing plan in 2026. Purchases occur under a Rule 10b5-1 purchase plan with various dates and pricing, then are reflected in this consolidated Form 4 entry.

What does the Rule 10b5-1 purchase plan note mean in the OVLY Form 4?

The note explains that share purchases for the CEO’s 401k plan occur automatically under a pre‑established Rule 10b5-1 purchase plan. This indicates a structured, pre‑arranged buying program, not discretionary timing of open‑market trades by the insider.