RBB Bancorp (RBB) COO Fan sells 2,368 shares, retains options and stock units
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
RBB Bancorp EVP and Chief Operations Officer Gary Fan sold 2,368 shares of RBB common stock in an open‑market transaction at $24.0147 per share, reducing his directly held common stock to zero.
Alongside this sale, the filing lists his remaining equity awards. These include stock options on 12,000 shares expiring in 2032, as well as multiple restricted stock unit and performance stock unit awards tied to RBB common stock. The RSUs vest between 2026 and 2028 on specified dates, while the PSUs vest over multi‑year periods only if certain performance goals and an employment condition are met, with some PSUs representing maximum potential awards rather than guaranteed shares.
Positive
- None.
Negative
- None.
Insights
Routine open‑market sale offset by sizable unvested equity awards.
EVP/COO Gary Fan sold 2,368 RBB common shares at $24.0147, bringing his directly held common stock to zero after the transaction. This is a straightforward open‑market sale reported under code S.
However, Fan still holds significant unvested equity. The filing lists stock options on 12,000 shares expiring on December 20, 2032, plus several restricted stock unit grants that vest between 2026 and 2028. These positions maintain exposure to RBB despite the sale.
Performance stock units introduce additional leverage, with tranches scheduled to vest over three‑year periods beginning on March 20, 2024 and May 8, 2025, and a later tranche tied to performance certification after December 31, 2028. Actual vesting depends on performance goals and continued employment, so the eventual equity realized could differ materially from the reported maximums.
Insider Trade Summary
Net Seller: 2,368 shares ($56,867)
Net Sell
9 txns
Insider
Fan Gary
Role
EVP/Chief Operations Officer
Sold
2,368 shs ($57K)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Common Stock, No Par Value | 2,368 | $24.0147 | $57K |
| holding | Options | -- | -- | -- |
| holding | Restricted Stock Units | -- | -- | -- |
| holding | Restricted Stock Units | -- | -- | -- |
| holding | Performance Stock Units | -- | -- | -- |
| holding | Restricted Stock Units | -- | -- | -- |
| holding | Performance Stock Units | -- | -- | -- |
| holding | Performance Stock Units | -- | -- | -- |
| holding | Restricted Stock Units | -- | -- | -- |
Holdings After Transaction:
Common Stock, No Par Value — 0 shares (Direct, null);
Options — 12,000 shares (Direct, null);
Restricted Stock Units — 1,011 shares (Direct, null);
Performance Stock Units — 5,916 shares (Direct, null)
Footnotes (1)
- These remaining options vest in two equal annual installments on 12/05/2026 and 12/05/2027. These remaining restricted stock units vest on 02/21/2027. There will be no expiration date once restricted stock units vest. These remaining restricted stock units vest on 03/20/2027. These performance stock units ("PSUs") will vest conditionally on the achievement of certain performance goals and an employment condition. The reported PSUs will vest at the expiration of a three-year period beginning on 03/20/2024 subject to the Reporting Person's satisfaction of the employment condition. These remaining restricted stock units vest in two equal installments on 05/08/2027 and 05/08/2028. Performance Stock Units ("PSUs") to vest conditionally on the achievement of certain performance goals and an employment condition. The PSUs are awarded at a target level and have the opportunity to vest at 150% of such target level; The reported PSUs represent the maximum award that may be achieved and ultimately vest. The reported PSUs will vest at the expiration of a three-year period beginning on 05/08/2025 subject to the Reporting Person's satisfaction of the employment condition. Performance Stock Units ("PSUs") to vest conditionally on the achievement of certain performance goals to occur after December 31, 2028, and before March 14, 2029, and an employment condition. The PSUs are awarded at a target level and have the opportunity to vest at 150% of such target level; The reported PSUs represent the maximum award that may be achieved and ultimately vest. The reported PSUs will vest at the certification by the Board of Directors subject to the Reporting Person's satisfaction of the employment condition. These restricted stock units vest in three equal annual installments beginning one year after the 05/13/2026 date of grant.
Key Figures
Common shares sold: 2,368 shares
Sale price per share: $24.0147 per share
Net shares sold: 2,368 shares
+4 more
7 metrics
Common shares sold
2,368 shares
Open-market sale of common stock
Sale price per share
$24.0147 per share
Open-market sale of 2,368 shares
Net shares sold
2,368 shares
Net buy/sell shares in transaction summary
Post-sale common holdings
0 shares
Total common shares following transaction
Stock options held
12,000 underlying shares
Options expiring December 20, 2032
RSU tranche
3,106 underlying shares
Restricted stock units linked to common stock
PSU maximum tranche
6,534 underlying shares
Performance stock units subject to performance and employment conditions
Key Terms
Restricted Stock Units, Performance Stock Units, employment condition, Board of Directors, +1 more
5 terms
Restricted Stock Units financial
"These remaining restricted stock units vest on 02/21/2027."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Performance Stock Units financial
"These performance stock units ("PSUs") will vest conditionally on the achievement of certain performance goals and an employment condition."
Performance stock units are a type of company award that grants employees shares of stock only if certain performance goals are met. They motivate employees to work toward specific company achievements, aligning their interests with those of shareholders. For investors, they can influence a company's future stock supply and reflect management’s confidence in reaching key targets.
employment condition financial
"subject to the Reporting Person's satisfaction of the employment condition."
Board of Directors financial
"The reported PSUs will vest at the certification by the Board of Directors subject to the Reporting Person's satisfaction of the employment condition."
The Board of Directors is a group of people chosen by a company's owners to help make big decisions and oversee how the company is run. They act like a team of advisors or managers, making sure the company stays on track and meets its goals. Their choices can influence the company's success and how it grows.
stock options financial
"These remaining options vest in two equal annual installments on 12/05/2026 and 12/05/2027."
Stock options are agreements that give a person the right to buy or sell a company's stock at a specific price within a certain time frame. They are often used as a reward or incentive, similar to a coupon that can be used later if the stock price rises, allowing the holder to make a profit.
FAQ
What did RBB (RBB) executive Gary Fan do in this Form 4 filing?
Gary Fan, EVP and Chief Operations Officer of RBB Bancorp, reported selling 2,368 shares of common stock at $24.0147 per share. After this open‑market sale, his directly held common stock position reported in the filing dropped to zero shares.
Does Gary Fan still have equity exposure to RBB (RBB) after this sale?
Yes. Although his directly held common stock is now zero, he retains multiple restricted stock unit and performance stock unit awards plus options on 12,000 shares. These unvested awards continue to link part of his compensation to RBB’s future performance and tenure conditions.
What stock options for RBB (RBB) does Gary Fan hold according to the filing?
The filing shows options over 12,000 underlying shares with a stated exercise price of $0.0000 and an expiration date of December 20, 2032. A footnote explains the remaining options vest in two equal annual installments on December 5, 2026 and December 5, 2027.
How are Gary Fan’s RBB (RBB) performance stock units structured?
His performance stock units vest only if specific performance goals and an employment condition are met. Certain PSU awards run over three‑year periods beginning March 20, 2024 and May 8, 2025, with reported amounts reflecting maximum potential vesting rather than guaranteed common shares.
When do Gary Fan’s restricted stock units in RBB (RBB) vest?
Different restricted stock unit grants vest on various schedules, including single dates such as February 21, 2027 and March 20, 2027, and in equal installments on May 8, 2027 and May 8, 2028. Another RSU grant vests in three equal annual installments starting one year after May 13, 2026.