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Oak Valley Bancorp (OVLY) EVP reports stock grant and tax share surrenders

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(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Oak Valley Bancorp EVP and Chief Information Officer Russell E. Stahl reported several equity-related transactions. On February 27, 2026, he received an award of 784 shares of restricted common stock under the Stock Incentive Plan, vesting 20% annually from February 28, 2027 through February 28, 2031. That same day, he surrendered a total of 921 shares of common stock in multiple tax-withholding dispositions tied to restricted stock granted between 2021 and 2025 as those awards vested. A prior December 31, 2025 discretionary transaction adjusted holdings by 1,263 shares for 401(k) profit sharing. After these moves, he directly owns about 40,012 shares of Oak Valley Bancorp common stock.

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Insider STAHL RUSSELL E
Role EVP Chief Information Officer
Type Security Shares Price Value
Tax Withholding Common Stock 120 $0.00 --
Tax Withholding Common Stock 107 $0.00 --
Tax Withholding Common Stock 89 $0.00 --
Tax Withholding Common Stock 411 $0.00 --
Tax Withholding Common Stock 103 $0.00 --
Tax Withholding Common Stock 91 $0.00 --
Grant/Award Common Stock 784 $0.00 --
I Common Stock 1,263 $0.00 --
Holdings After Transaction: Common Stock — 40,813 shares (Direct)
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 2025. Shares surrendered to satisfy tax liability on restricted stock issued 2/28/2021 vested 2/27/2026 Shares surrendered to satisfy tax liability on restricted stock issued 2/28/2022 vested 2/27/2026 Shares surrendered to satisfy tax liability on restricted stock issued 2/28/2023 vested 2/27/2026 Shares surrendered to satisfy tax liability on restricted stock issued 2/28/2024 vested 2/27/2026 Shares surrendered to satisfy tax liability on restricted stock issued 2/28/2025 vested 2/27/2026 Award of restricted stock to executive employee pursuant to Stock Incentive Plan. Each restricted stock share that is unvested is subject to certain restrictions on disposition as well as certain forfeiture rights, which will lapse upon vesting. The restricted stock will vest 20% annually on the following dates: 2/28/2027 2/28/2028 2/28/2029 2/28/2030 2/28/2031
Form 4 Insider Transactions: What Each Field Means →
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).
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*
STAHL RUSSELL E
(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)
Director 10% Owner
X Officer (give title below) Other (specify below)
EVP Chief Information Officer
3. Date of Earliest Transaction (Month/Day/Year)
12/31/2025
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 12/31/2025(1) I(2) 1,263 A (1) 40,933 D
Common Stock 02/27/2026 F 120 D (3) 40,813 D
Common Stock 02/27/2026 F 107 D (4) 40,706 D
Common Stock 02/27/2026 F 89 D (5) 40,617 D
Common Stock 02/27/2026 F 411 D (6) 40,206 D
Common Stock 02/27/2026 F 103 D (6) 40,103 D
Common Stock 02/27/2026 F 91 D (7) 40,012 D
Common Stock 02/27/2026(8) A(9) 784 A (10) 40,796 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 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 2025.
3. Shares surrendered to satisfy tax liability on restricted stock issued 2/28/2021 vested 2/27/2026
4. Shares surrendered to satisfy tax liability on restricted stock issued 2/28/2022 vested 2/27/2026
5. Shares surrendered to satisfy tax liability on restricted stock issued 2/28/2023 vested 2/27/2026
6. Shares surrendered to satisfy tax liability on restricted stock issued 2/28/2024 vested 2/27/2026
7. Shares surrendered to satisfy tax liability on restricted stock issued 2/28/2025 vested 2/27/2026
8. Award of restricted stock to executive employee pursuant to Stock Incentive Plan.
9. Each restricted stock share that is unvested is subject to certain restrictions on disposition as well as certain forfeiture rights, which will lapse upon vesting.
10. The restricted stock will vest 20% annually on the following dates: 2/28/2027 2/28/2028 2/28/2029 2/28/2030 2/28/2031
/s/ Russell E Stahl 03/02/2026
** 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.

Source: View Original Filing on SEC EDGAR