Don Barton sells 375 OVLY shares via 10b5-1 plan; retains 32,975

Rhea-AI Filing Summary

Oak Valley Bancorp director Don Barton reported selling 375 common shares on 08/12/2025 under a pre-established 10b5-1 trading plan adopted on 11-05-2024. The sales were executed at a weighted-average price of $27.9395, with individual trade prices ranging from $27.75 to $28.15. Following the reported transactions, Barton directly beneficially owns 32,975 shares. The filing states the trades were made pursuant to the 10b5-1 plan and that the reporting person will provide a breakdown of the number of shares sold at each price upon request.

Positive

• Transaction executed under a 10b5-1 plan, indicating preplanned, documented insider trading procedures

Negative

• None.

Insights

Financial Analyst

TL;DR: Director executed a planned 10b5-1 sale of 375 OVLY shares at a weighted $27.9395, retaining 32,975 shares.

The Form 4 discloses a routine, prearranged sale under a 10b5-1 plan, which typically reduces the informational content of the trade because timing and prices were set by the plan. The filing lists a weighted-average sale price of $27.9395 with prices between $27.75 and $28.15, and confirms 32,975 shares remain directly held. For investors, the key facts are the size of the transaction and that it was executed under a documented trading plan.

Corporate Governance Expert

TL;DR: The sale was executed under an established 10b5-1 plan, indicating compliance with insider-trading procedures.

The report identifies Don Barton as a director and notes the trades were conducted pursuant to a 10b5-1 plan adopted on 11-05-2024. Use of a 10b5-1 plan generally reflects adherence to preapproved trading protocols and provides an affirmative defense under Rule 10b5-1(c). The disclosure that a weighted-average price was used and that a detailed price-by-price breakdown is available on request adds transparency to the transaction.

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).

X

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^*

Barton Don

(Last) (First) (Middle)

125 NORTH THIRD AVENUE

(Street)

OAKDALE CA 95361

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Oak Valley Bancorp [ OVLY ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
08/12/2025

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	08/12/2025(1)(3)		S		375	D	$27.9395(2)	32,975	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

Explanation of Responses:

1. Transactions executed in accordance with 10b5-1 sales plan

2. The reported price isa weighted average price. These shares were sold in multiple transactions at prices ranging from $27.75-$28.15. The reporting person will provide full information regarding the number of shares sold at each price upon request.

3. Adoption date of referenced 10b5-1(c) plan is: 11-05-2024

	/s/ Don Barton	08/12/2025
	** 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 did Don Barton report on Form 4 for Oak Valley Bancorp (OVLY)?

The Form 4 reports a sale of 375 common shares on 08/12/2025 under a 10b5-1 plan; the weighted-average sale price was $27.9395.

How many OVLY shares does Don Barton own after the reported transaction?

The filing shows Barton directly beneficially owns 32,975 shares following the reported sale.

Were the sales part of a prearranged trading plan?

Yes. The filing states the transactions were executed in accordance with a 10b5-1 sales plan adopted on 11-05-2024.

At what prices were the OVLY shares sold?

The filing reports a weighted-average price of $27.9395 and notes individual sale prices ranged from $27.75 to $28.15; a detailed breakdown is available upon request.

What is Don Barton's role at the issuer?

The form identifies Don Barton as a director of Oak Valley Bancorp.