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RBB Bancorp (RBB) CRO exercises RSUs, withholds shares for taxes in Form 4

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

Rhea-AI Filing Summary

RBB Bancorp executive Rizkalla Mina S., EVP and Chief Risk Officer, reported routine equity compensation activity involving restricted stock units and common stock. On May 8, 2026, she exercised restricted stock units into common shares, with a portion of the stock withheld to cover tax obligations.

The filing shows derivative exercises converting restricted stock units into a total of 2,259 shares of common stock at a stated value of $24.05 per share, and 812 shares of common stock delivered as tax-withholding dispositions. Following these transactions, she directly holds several blocks of common stock, including 2,071 shares in one line item and 334 shares in another.

Footnotes explain that remaining restricted stock units continue to vest over time. One block of 1,563 restricted stock units vests in two equal annual installments on 05/08/2027 and 05/08/2028, while another 3,475 restricted stock units vests in three equal annual installments beginning on 05/08/2027, 05/08/2028, and 05/08/2029. The filing also clarifies that RSU grants are settled in common stock rather than cash.

Positive

  • None.

Negative

  • None.
Insider Rizkalla Mina S.
Role EVP/Chief Risk Officer
Type Security Shares Price Value
Exercise Restricted Stock Units 1,737 $0.00 --
Exercise Restricted Stock Units 522 $0.00 --
Exercise Common Stock, No Par Value 522 $24.05 $13K
Tax Withholding Common Stock, No Par Value 188 $24.05 $5K
Exercise Common Stock, No Par Value 1,737 $24.05 $42K
Tax Withholding Common Stock, No Par Value 624 $24.05 $15K
Holdings After Transaction: Restricted Stock Units — 3,475 shares (Direct, null); Common Stock, No Par Value — 522 shares (Direct, null)
Footnotes (1)
  1. These remaining restricted stock units vest in two equal annual installments on 05/08/2027 and 05/08/2028. There will be no expiration date once restricted stock units vest. These remaining restricted stock units vest in three equal annual installments beginning on 05/08/2027, 05/08/2028 and 05/08/2029. The Form 4 has also been amended to clarify that grants of RSUs will be settled in common stock.
Derivative exercises 2,259 shares Common stock acquired via RSU exercises on May 8, 2026 at $24.05
Tax-withholding shares 812 shares Common stock delivered to cover tax liabilities at $24.05 per share
Holding after one line-item transaction 2,071 shares Total common shares directly held after one M-code transaction
Holding after another line-item transaction 334 shares Total common shares directly held after a separate F-code transaction
Remaining RSUs (two-year schedule) 1,563 units Restricted stock units vesting in equal installments on 05/08/2027 and 05/08/2028
Remaining RSUs (three-year schedule) 3,475 units Restricted stock units vesting in equal installments from 05/08/2027 through 05/08/2029
RSU conversion price <money>$24.05</money>/share Conversion or exercise price for restricted stock units into common stock
Restricted Stock Units financial
"The filing shows derivative exercises converting restricted stock units into a total of 2,259 shares"
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
"812 shares of common stock delivered as tax-withholding dispositions"
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
"The filing shows derivative exercises converting restricted stock units into a total of 2,259 shares"
vesting financial
"remaining restricted stock units vest in two equal annual installments on 05/08/2027 and 05/08/2028"
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.
settled in common stock financial
"The Form 4 has also been amended to clarify that grants of RSUs will be settled in common stock"
Form 4 Insider Transactions: What Each Field Means →
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*
Rizkalla Mina S.
(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 Risk Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/08/2026		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 Value05/08/2026M522A$24.05522D
Common Stock, No Par Value05/08/2026F188D$24.05334D
Common Stock, No Par Value05/08/2026M1,737A$24.052,071D
Common Stock, No Par Value05/08/2026F624D$24.051,447D
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
Restricted Stock Units$24.0505/08/2026M1,737 (1) (2)Common Stock(4)5,212$03,475D
Restricted Stock Units$24.0505/08/2026M522 (3) (2)Common Stock(4)2,085$01,563D
Explanation of Responses:
1. These remaining restricted stock units vest in two equal annual installments on 05/08/2027 and 05/08/2028.
2. There will be no expiration date once restricted stock units vest.
3. These remaining restricted stock units vest in three equal annual installments beginning on 05/08/2027, 05/08/2028 and 05/08/2029.
4. The Form 4 has also been amended to clarify that grants of RSUs will be settled in common stock.
Remarks:
Shares issued for vesting of 5/08/2025 RSU grant and shares disposed in settlement of tax withholding obligations for such RSU vesting.
/s/ Mina Rizkalla05/12/2026
** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did RBB (RBB) report for Rizkalla Mina S.?

RBB reported that EVP/Chief Risk Officer Rizkalla Mina S. exercised restricted stock units into common stock and had shares withheld for taxes. The filing reflects equity compensation mechanics, not open-market buying or selling activity, and updates her direct holdings in RBB common stock.

How many RBB (RBB) shares were acquired through derivative exercises?

The filing shows derivative exercises converting restricted stock units into 2,259 shares of RBB common stock at a stated value of $24.05 per share. These transactions reflect equity awards vesting rather than market purchases, increasing the executive’s directly held common stock position.

How many RBB (RBB) shares were used for tax withholding in this Form 4?

A total of 812 RBB common shares were delivered as tax-withholding dispositions tied to the vesting and exercise of restricted stock units. These F-code transactions cover tax obligations and are not open-market sales, although they reduce the net shares retained from the awards.

What are the remaining restricted stock unit vesting schedules for RBB (RBB)?

The filing notes 1,563 remaining restricted stock units vest in two equal installments on 05/08/2027 and 05/08/2028. Another 3,475 restricted stock units vest in three equal installments beginning on 05/08/2027, 05/08/2028, and 05/08/2029, providing a multi-year equity compensation timeline.

How are RBB (RBB) restricted stock units settled for this executive?

According to the Form 4 footnotes, grants of restricted stock units for this executive are settled in RBB common stock. This means that when the units vest, they convert into shares rather than cash, aligning a portion of compensation directly with the company’s equity.

Did the RBB (RBB) executive conduct any open-market stock sales or purchases?

The Form 4 lists only derivative exercises and tax-withholding dispositions, with no open-market purchase (P code) or sale (S code) transactions. Activity reflects routine settlement of equity awards, not discretionary trading in RBB shares on the open market.