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[Form 4] RBB Bancorp Insider Trading Activity

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4
Rhea-AI Filing Summary

Diana Hanson, Chief Accounting Officer and director of RBB Bancorp (RBB), reported transactions dated 08/19/2025 related to restricted stock units (RSUs) granted 08/19/2024. 767 RSUs vested and were settled in common stock at a per-share price shown of $19.56. To satisfy tax withholding on the vesting, 275 shares were disposed (withholding) at $19.56, leaving 492 shares beneficially owned directly following the reported non-derivative transactions. The filing also shows 3,067 underlying shares from RSUs and indicates 2,300 shares of derivative-related beneficial ownership following the reported transactions. The Form 4 was signed on 08/21/2025 and includes a clarification that RSU grants will be settled in common stock.

Positive
  • Timely compliance with Section 16 reporting via a signed Form 4 filed following the transactions
  • Clarification provided that RSU grants will be settled in common stock, improving transparency
Negative
  • Surrender of 275 shares to satisfy tax withholding reduced the reporting person's direct holdings following vesting

Insights

TL;DR Insider RSU vesting and tax-withholding sale; modest ownership change, no new compensation plan.

These entries document routine equity compensation activity: 767 RSUs vested and were converted to common shares, and 275 shares were surrendered to cover tax obligations. The reported per-share price on the transactions is $19.56, which represents the settlement/withholding valuation used. The net change to direct holdings is modest (492 shares reported post-transaction), and the filing clarifies that RSUs settle in common stock, removing ambiguity about settlement mechanics. From a financial-impact perspective, this is an administrative equity event rather than a capital-structure change or new fund-raising event.

TL;DR Proper Form 4 disclosure of RSU vesting and tax-withholding disposal, reflecting standard insider reporting practices.

The filing identifies the reporting person as both an officer (Chief Accounting Officer) and a director, and shows timely disclosure of vested RSUs and share disposition for tax withholding. The updated clarification that RSUs will be settled in common stock improves transparency about dilution and insider holdings. No unusual transaction codes or complex derivative exercises are present; the actions appear consistent with routine compensation administration and insider reporting obligations.

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*
Hanson Diana

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

(Street)
LOS ANGELES CA 90017

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
RBB Bancorp [ RBB ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Accounting Officer
3. Date of Earliest Transaction (Month/Day/Year)
08/19/2025
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, No Par Value 08/19/2025 M 767 A $19.56 767 D
Common Stock, No Par Value 08/19/2025 F 275 D $19.56 492 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
Restricted Stock Units $0 08/19/2025 M 767 (2) (1) Common Stock(3) 3,067 $0 2,300 D
Explanation of Responses:
1. There will be no expiration date once restricted stock units vest.
2. These restricted stock units vest in four equal annual installments beginning one year after the 08/19/2024 date of grant.
3. The Form 4 has been updated to clarify that grants of RSUs will be settled in Common Stock.
Remarks:
Shares issued for vesting of 8/19/2024 RSU grant and shares disposed in settlement of tax withholding obligations for such RSU vesting.
/s/ Diana Hanson 08/21/2025
** 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.

FAQ

What did Diana Hanson report on the RBB Form 4 dated 08/21/2025?

She reported vesting of 767 RSUs on 08/19/2025, settlement in common stock, and the disposition of 275 shares to satisfy tax withholding.

How many shares did Diana Hanson own after the reported transactions?

The Form 4 reports 492 shares beneficially owned directly following the non-derivative transactions.

What price is shown on the reported transactions?

The transactions are shown at a price of $19.56 per share for both the acquired and disposed shares.

Were the RSUs settled as stock or cash?

The filing clarifies that the RSUs will be settled in Common Stock.

Does this Form 4 indicate any new compensation plan or major change to capital structure?

No; the filing documents routine RSU vesting and tax-withholding share disposal and does not disclose a new plan or material capital-structure change.
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Banks - Regional
State Commercial Banks
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United States
LOS ANGELES