STOCK TITAN

Private Bancorp of America (PBAM) CEO Richard Sowers details options, RSUs and share stakes

(Neutral)
(Neutral)
Form Type
3

Rhea-AI Filing Summary

Private Bancorp of America, Inc. director, President and CEO Richard L. Sowers filed an initial ownership report detailing his equity interests. He holds 23,841 shares of common stock directly, plus 52,519 shares indirectly through a family trust and 8,150 shares through an IRA. He also holds fully vested stock options over 3,279, 10,000, and 30,000 shares at exercise prices of $25.59, $21.00, and $25.15 with expirations between 2028 and 2033. In addition, performance-based and time-based Restricted Stock Units cover up to 11,516 shares potentially vesting on December 31, 2026, 7,000 on December 31, 2027, and a targeted 6,500 on December 31, 2028, subject to performance targets and continued employment.

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Insider Sowers Richard L.
Role President and CEO
Type Security Shares Price Value
holding Stock Option (right to buy) F2 -- -- --
holding Stock Option (right to buy) F2 -- -- --
holding Stock Option (right to buy) F2 -- -- --
holding Restricted Stock Units F3 -- -- --
holding Restricted Stock Units F4 -- -- --
holding Restricted Stock Units F5 -- -- --
holding Common Stock -- -- --
holding Common Stock F1 -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Stock Option (right to buy) — 43,279 shares (Direct); Restricted Stock Units — 25,016 shares (Direct); Common Stock — 23,841 shares (Direct); Common Stock — 52,519 shares (Indirect, By Family Trust); Common Stock — 8,150 shares (Indirect, By IRA Account)
Footnotes (5)
  1. F1. These shares are held in a trust for the benefit of family members for which Mr. Sowers serves as co-trustee with his spouse, Mari Brusseau, and for which Mr. Sowers may be deemed to have voting and investment power.
  2. F2. The stock options are fully vested and exercisable.
  3. F3. Each Restricted Stock Unit represents the right to receive one share of common stock. The amount reported reflects the maximum number of Restricted Stock Units that may vest, if at all, on December 31, 2026, upon confirmation of the achievement of the relevant performance targets (for the portion of the award still subject to performance vesting) and the reporting person's continued employment with the Issuer on the vesting date, subject to forfeiture upon the occurrence of certain events specified in award agreement.
  4. F4. Each Restricted Stock Unit represents the right to receive one share of common stock. The amount reported reflects the maximum number of Restricted Stock Units that may vest, if at all, on December 31, 2027, upon confirmation of the achievement of the relevant performance targets (for the portion of the award still subject to performance vesting) and the reporting person's continued employment with the Issuer on the vesting date, subject to forfeiture upon the occurrence of certain events specified in award agreement.
  5. F5. Each Restricted Stock Unit represents the right to receive one share of common stock. The amount reported reflects the targeted number of Restricted Stock Units that may vest, if at all, on December 31, 2028, upon confirmation of the achievement of the relevant performance targets (for the portion of the award still subject to performance vesting) and the reporting person's continued employment with the Issuer on the vesting date, subject to forfeiture upon the occurrence of certain events specified in the award agreement. Depending on actual performance achieved, the reporting person may receive between 0% and 125% of the targeted amount.
Direct common stock holdings 23,841 shares Direct PBAM common shares held by Richard L. Sowers
Family trust common stock 52,519 shares Indirect PBAM common shares held by family trust with Sowers as co-trustee
IRA common stock 8,150 shares Indirect PBAM common shares held via IRA account
Option at $21.00 10,000 underlying shares at $21.00 Fully vested stock option expiring 2030-02-01
Option at $25.59 3,279 underlying shares at $25.59 Fully vested stock option expiring 2028-02-15
Option at $25.15 30,000 underlying shares at $25.15 Fully vested stock option expiring 2033-05-11
2026 performance RSUs 11,516 units Maximum PBAM RSUs that may vest on 2026-12-31, performance-based
2027 performance RSUs 7,000 units Maximum PBAM RSUs that may vest on 2027-12-31, performance-based
Restricted Stock Unit financial
"Each Restricted Stock Unit represents the right to receive one share of common stock."
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
performance targets financial
"may vest, if at all, upon confirmation of the achievement of the relevant performance targets"
vesting date financial
"subject to performance vesting and the reporting person's continued employment with the Issuer on the vesting date"
co-trustee financial
"for which Mr. Sowers serves as co-trustee with his spouse, Mari Brusseau"

FAQ

What does PBAM’s Form 3 filing by Richard L. Sowers disclose?

The filing shows Richard L. Sowers’ initial ownership in PBAM, including direct common shares, indirect holdings via a family trust and IRA, plus stock options and performance-based Restricted Stock Units with specified exercise prices, share amounts, and vesting dates.

How many PBAM common shares does Richard L. Sowers hold directly and indirectly?

Richard L. Sowers holds 23,841 PBAM common shares directly, 52,519 shares indirectly through a family trust, and 8,150 shares indirectly through an IRA account, according to the Form 3 ownership report filed with the SEC.

What stock options in PBAM does Richard L. Sowers report on Form 3?

Sowers reports fully vested options over 3,279 PBAM shares at $25.59, 10,000 shares at $21.00, and 30,000 shares at $25.15, expiring in 2028, 2030, and 2033, respectively, all exercisable into PBAM common stock.

What PBAM Restricted Stock Units does Richard L. Sowers hold?

He holds PBAM RSUs over up to 11,516 shares (potentially vesting 12/31/2026), 7,000 shares (12/31/2027), and a targeted 6,500 shares (12/31/2028), each RSU representing one PBAM common share, subject to performance targets and continued employment.

Are Richard L. Sowers’ PBAM stock options already vested and exercisable?

Yes. A footnote states the reported PBAM stock options are fully vested and exercisable, giving Sowers the right to buy specified numbers of common shares at exercise prices of $21.00 to $25.59 before their respective expiration dates.

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SEC Form 3
FORM 3UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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:3235-0104
Estimated average burden
hours per response:0.5
1. Name and Address of Reporting Person*
Sowers Richard L.

(Last)(First)(Middle)
9404 GENESEE AVE.
SUITE 100

(Street)
LA JOLLA CALIFORNIA 92037

(City)(State)(Zip)

UNITED STATES

(Country)
2. Date of Event Requiring Statement (Month/Day/Year)
07/29/2026
3. Issuer Name and Ticker or Trading Symbol
Private Bancorp of America, Inc. [ PBAM ]
3a. Foreign Trading Symbol
5. If Amendment, Date of Original Filed (Month/Day/Year)
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
President and CEO
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock23,841D
Common Stock52,519IBy Family Trust(1)
Common Stock8,150IBy IRA Account
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year)3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Option (right to buy) (2)02/15/2028Common Stock3,279$25.59D
Stock Option (right to buy) (2)02/01/2030Common Stock10,000$21D
Stock Option (right to buy) (2)05/11/2033Common Stock30,000$25.15D
Restricted Stock Units (3) (3)Common Stock11,516(3)D
Restricted Stock Units (4) (4)Common Stock7,000(4)D
Restricted Stock Units (5) (5)Common Stock6,500(5)D
Explanation of Responses:
1. These shares are held in a trust for the benefit of family members for which Mr. Sowers serves as co-trustee with his spouse, Mari Brusseau, and for which Mr. Sowers may be deemed to have voting and investment power.
2. The stock options are fully vested and exercisable.
3. Each Restricted Stock Unit represents the right to receive one share of common stock. The amount reported reflects the maximum number of Restricted Stock Units that may vest, if at all, on December 31, 2026, upon confirmation of the achievement of the relevant performance targets (for the portion of the award still subject to performance vesting) and the reporting person's continued employment with the Issuer on the vesting date, subject to forfeiture upon the occurrence of certain events specified in award agreement.
4. Each Restricted Stock Unit represents the right to receive one share of common stock. The amount reported reflects the maximum number of Restricted Stock Units that may vest, if at all, on December 31, 2027, upon confirmation of the achievement of the relevant performance targets (for the portion of the award still subject to performance vesting) and the reporting person's continued employment with the Issuer on the vesting date, subject to forfeiture upon the occurrence of certain events specified in award agreement.
5. Each Restricted Stock Unit represents the right to receive one share of common stock. The amount reported reflects the targeted number of Restricted Stock Units that may vest, if at all, on December 31, 2028, upon confirmation of the achievement of the relevant performance targets (for the portion of the award still subject to performance vesting) and the reporting person's continued employment with the Issuer on the vesting date, subject to forfeiture upon the occurrence of certain events specified in the award agreement. Depending on actual performance achieved, the reporting person may receive between 0% and 125% of the targeted amount.
Remarks:
Exhibit 24 - Power of Attorney
/s/ Richard L. Sowers07/29/2026
** 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 5 (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 3: SEC 1473 (03-26)