Form 4: WITHROW TERRANCE P reports purchase transactions in OVLY

Rhea-AI Filing Summary

WITHROW TERRANCE P reported open-market purchase transactions in a Form 4 filing for OVLY. The filing lists transactions totaling 297 shares at a weighted average price of $33.64 per share. Following the reported transactions, holdings were 31,917 shares.

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

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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^*

WITHROW TERRANCE P

(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)
02/13/2026

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
Common Stock	02/13/2026		P(1)		297	A	$33.64	31,917	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. shares purchased via automatic dividend reinvestment through brokerage account

	/s/ Terrance P Withrow	02/17/2026
	** 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 insider transaction did Oak Valley Bancorp (OVLY) report for Terrance P. Withrow?

Oak Valley Bancorp reported that director Terrance P. Withrow acquired 297 shares of common stock. The transaction occurred on February 13, 2026 and was reported as a purchase, increasing his directly owned position in the company.

How many Oak Valley Bancorp (OVLY) shares does Terrance P. Withrow own after this Form 4 transaction?

After the reported transaction, Terrance P. Withrow beneficially owns 31,917 shares of Oak Valley Bancorp common stock. This figure reflects his direct ownership following the acquisition of 297 additional shares on February 13, 2026.

At what price were the Oak Valley Bancorp (OVLY) shares purchased in this Form 4 filing?

The 297 Oak Valley Bancorp common shares were acquired at a price of $33.64 per share. This per-share amount is disclosed as the transaction price for the February 13, 2026 purchase reported on the Form 4.

What was the method of acquisition for Terrance P. Withrow’s new Oak Valley Bancorp (OVLY) shares?

The newly acquired shares were purchased via automatic dividend reinvestment through a brokerage account. A footnote to the Form 4 explains that the 297 Oak Valley Bancorp common shares were obtained by reinvesting dividends rather than through a manual trade.

Is Terrance P. Withrow’s ownership in Oak Valley Bancorp (OVLY) direct or indirect after this transaction?

Terrance P. Withrow’s 31,917 Oak Valley Bancorp shares are reported as directly owned. The Form 4 lists the ownership form as “D” for direct, and no nature of indirect beneficial ownership is indicated for this holding.

What role does Terrance P. Withrow hold at Oak Valley Bancorp (OVLY) according to the Form 4?

According to the Form 4, Terrance P. Withrow is a director of Oak Valley Bancorp. The filing checks the director box and does not indicate that he is a 10% owner or an officer of the company.