RBB Bancorp exec exercises shares, covers taxes
RBB Bancorp EVP and Chief Operations Officer Gary Fan reported routine equity compensation activity.
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Form Type
4
Rhea-AI Filing Summary
RBB Bancorp EVP and Chief Operations Officer Gary Fan reported routine equity compensation activity. On May 8, 2026, he exercised 1,452 shares of common stock at $24.05 per share through a derivative exercise, and 521 shares were disposed of to cover tax obligations.
After these transactions, he directly holds 2,368 shares of common stock. He also retains significant equity incentives, including performance stock units and restricted stock units that vest between 2026 and 2028, and 12,000 options expiring on December 20, 2032, many of which vest based on future service and performance conditions.
Insider Trade Summary
1,452 shares exercised/converted
Exercise
8 txns
Insider
Fan Gary
Role
EVP/Chief Operations Officer
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Stock Units | 1,452 | $0.00 | $0.00 |
| Exercise | Common Stock, No Par Value | 1,452 | $24.05 | $35K |
| Exercise Price or Tax Liability | Common Stock, No Par Value | 521 | $24.05 | $13K |
| holding | Options | -- | -- | -- |
| holding | Restricted Stock Units | -- | -- | -- |
| holding | Restricted Stock Units | -- | -- | -- |
| holding | Performance Stock Units | -- | -- | -- |
| holding | Performance Stock Units | -- | -- | -- |
Holdings After Transaction:
Restricted Stock Units — 5,229 contracts for 2,325 underlying shares (Direct);
Common Stock, No Par Value — 2,368 shares (Direct);
Options — 12,000 contracts (Direct);
Performance Stock Units — 12,450 contracts (Direct)
Footnotes (7)
- F1. These remaining options vest in two equal annual installments on 12/05/2026 and 12/05/2027.
- F2. These remaining restricted stock units vest on 02/21/2027.
- F3. There will be no expiration date once restricted stock units vest.
- F4. These remaining restricted stock units vest on 03/20/2027.
- F5. 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.
- F6. These remaining restricted stock units vest in two equal installments on 05/08/2027 and 05/08/2028.
- F7. 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.
Key Figures
Derivative exercise shares: 1,452 shares
Exercise price: $24.05 per share
Tax-withholding shares: 521 shares
+4 more
7 metrics
Derivative exercise shares
1,452 shares
Common stock acquired via derivative exercise on May 8, 2026
Exercise price
$24.05 per share
Price for 1,452 common shares acquired
Tax-withholding shares
521 shares
Common shares disposed to satisfy tax liability
Direct common shares after transaction
2,368 shares
Direct ownership following tax-withholding disposition
Outstanding options
12,000 options
Options expiring December 20, 2032
Performance stock units block
6,534 underlying shares
PSUs tied to common stock, subject to performance and service
Additional PSUs block
5,916 underlying shares
PSUs at maximum award level with three-year performance period from May 8, 2025
Key Terms
Performance Stock Units, Restricted Stock Units, tax-withholding disposition, derivative exercise/conversion, +1 more
5 terms
Performance Stock Units financial
"These performance stock units ("PSUs") will vest conditionally on the achievement of certain performance goals"
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.
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.
tax-withholding disposition financial
"Payment of exercise price or tax liability by delivering securities"
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
derivative exercise/conversion financial
"Exercise or conversion of derivative security"
vesting financial
"These remaining options vest in two equal annual installments on 12/05/2026 and 12/05/2027"
Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did RBB (RBB) executive Gary Fan report in this Form 4?
Gary Fan reported routine equity compensation activity. He exercised 1,452 shares of RBB Bancorp common stock at $24.05 per share and had 521 shares withheld to cover tax obligations, reflecting standard option and restricted stock unit mechanics for an executive officer.
What derivative awards does Gary Fan still hold in RBB (RBB) after this filing?
Gary Fan retains multiple derivative awards. The filing lists performance stock units, restricted stock units, and 12,000 options expiring December 20, 2032. These awards vest over several years, subject to continued employment and, for performance units, achievement of specified performance goals.
What does the tax-withholding disposition in Gary Fan’s RBB Form 4 mean?
The tax-withholding disposition reflects shares used to pay taxes. In this filing, 521 common shares were disposed of to satisfy tax liabilities tied to equity vesting or exercise, rather than sold in an open-market transaction, making it a mechanical, compensation-related event.
When will Gary Fan’s RBB performance stock units and restricted stock units vest?
The vesting of Gary Fan’s awards is spread over several years. Footnotes state certain restricted stock units vest on dates in 2027 and 2028, while performance stock units vest after three-year periods beginning March 20, 2024 and May 8, 2025, subject to performance and employment conditions.
AI-generated analysis. How Rhea-AI works. Not financial advice.
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