STOCK TITAN

[Form 4] RBB Bancorp Insider Trading Activity

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

RBB Bancorp EVP and Chief Operations Officer Gary Fan exercised restricted stock units into common shares as part of his compensation. On this date, 1,315 restricted stock units converted into 1,315 shares of common stock at an exercise price of $20.43 per share.

Of these shares, 472 were withheld to cover tax obligations, leaving 843 net new shares from this vesting and 1,437 common shares held directly after the transactions. Fan also continues to hold derivative awards, including 18,000 stock options at an exercise price of $21.17 expiring in 2032, as well as multiple restricted stock unit and performance stock unit grants that may convert into additional common shares over time. The filing also corrects an earlier reporting error that had overstated certain RSU and PSU grants and clarifies that those awards will be settled in common stock.

Positive

  • None.

Negative

  • None.
Insider Fan Gary
Role EVP/Chief Operations Officer
Type Security Shares Price Value
Exercise Restricted Stock Units 1,315 $0.00 --
Exercise Common Stock, No Par Value 1,315 $20.43 $27K
Tax Withholding Common Stock, No Par Value 472 $20.43 $10K
holding Options -- -- --
holding Restricted Stock Units -- -- --
holding Performance Stock Units -- -- --
holding Restricted Stock Units -- -- --
holding Performance Stock Units -- -- --
Holdings After Transaction: Restricted Stock Units — 1,314 shares (Direct); Common Stock, No Par Value — 1,909 shares (Direct); Options — 18,000 shares (Direct); Performance Stock Units — 5,916 shares (Direct)
Footnotes (1)
  1. These options vest in five equal annual installments beginning one year after the 12/05/2022 date of grant. These restricted stock units vest in three equal installments beginning one year after 02/21/2024 date of grant. There will be no expiration date once restricted stock units vest. These restricted stock units vest in three equal installments beginning one year after 03/20/2024 date of grant. 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 restricted stock units vest in three equal installments beginning one year after 05/08/2025 date of grant. 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. On May 12, 2025 due to an administrative error, the Reporting Person filed a Form 4 which inadvertently omitted information from the transactional columns in Table II and overstated the amount of RSUs and PSUs granted to the Reporting Person on May 8, 2025. The Form 4 has also been amended to clarify that grants of RSUs and PSUs will be settled in common stock.
SEC Form 4
FORM 4UNITED 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*
Fan Gary

(Last)(First)(Middle)
1055 WILSHIRE BLVD
SUITE 1200

(Street)
LOS ANGELES CALIFORNIA 90017

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
RBB Bancorp [ RBB ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
EVP/Chief Operations Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
03/20/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock, No Par Value03/20/2026M1,315A$20.431,909D
Common Stock, No Par Value03/20/2026F472D$20.431,437D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Options$21.17 (1)12/20/2032Stock Options18,00018,000D
Restricted Stock Units$0.0000 (2) (3)Common Stock(8)1,0111,011D
Restricted Stock Units$20.4303/20/2026M1,315 (4) (3)Common Stock(8)2,629$01,314D
Performance Stock Units$0.0000 (5) (3)Common Stock(8)5,9165,916D
Restricted Stock Units$0.0000 (6) (3)Common Stock(8)4,356(8)4,356(8)D
Performance Stock Units$0.0000 (7) (3)Common Stock(8)6,534(8)6,534(8)D
Explanation of Responses:
1. These options vest in five equal annual installments beginning one year after the 12/05/2022 date of grant.
2. These restricted stock units vest in three equal installments beginning one year after 02/21/2024 date of grant.
3. There will be no expiration date once restricted stock units vest.
4. These restricted stock units vest in three equal installments beginning one year after 03/20/2024 date of grant.
5. 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.
6. These restricted stock units vest in three equal installments beginning one year after 05/08/2025 date of grant.
7. 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.
8. On May 12, 2025 due to an administrative error, the Reporting Person filed a Form 4 which inadvertently omitted information from the transactional columns in Table II and overstated the amount of RSUs and PSUs granted to the Reporting Person on May 8, 2025. The Form 4 has also been amended to clarify that grants of RSUs and PSUs will be settled in common stock.
Remarks:
Shares issued for vesting of 3/20/2024 RSU grant and shares disposed in settlement of tax withholding obligations for such RSU vesting.
/s/ Gary Fan03/24/2026
** 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 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.
* Form 4: SEC 1474 (03-26)