Basswood funds trim Regional Management (RM) stake with 9,044-share insider sale

Rhea-AI Filing Summary

Regional Management Corp. insiders reported net share sales by entities associated with Basswood Capital Management. Affiliated funds and entities that are 10% owners and directors-by-deputization reported open-market sales totaling 9,044 shares of Common Stock.

The sales occurred on February 20 and 23, 2026 at per-share prices of $34.05 and $34.51, and are reported as indirect ownership with details referenced in Exhibit 99.1. Following these transactions, the reporting entities continued to hold substantial indirect positions across multiple accounts.

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
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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^*

BASSWOOD CAPITAL MANAGEMENT, L.L.C.

(Last) (First) (Middle)

645 MADISON AVENUE

10TH FLOOR

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Regional Management Corp. [ RM ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)	X	Other (specify below)
			Director-by-Deputization

3. Date of Earliest Transaction (Month/Day/Year)
02/20/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	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, par value $0.10 per share ("Common Stock")	02/20/2026		S		3,201	D	$34.51	426,916	I	See footnotes(1)(2)
Common Stock	02/20/2026		S		138	D	$34.51	24,334	I	See footnotes(1)(3)
Common Stock	02/20/2026		S		2,391	D	$34.51	262,287	I	See footnotes(1)(4)
Common Stock	02/20/2026		S		54	D	$34.51	4,930	I	See footnotes(1)(5)
Common Stock	02/20/2026		S		632	D	$34.51	103,870	I	See footnotes(1)(6)
Common Stock	02/23/2026		S		1,310	D	$34.05	425,606	I	See footnotes(1)(2)
Common Stock	02/23/2026		S		57	D	$34.05	24,277	I	See footnotes(1)(3)
Common Stock	02/23/2026		S		980	D	$34.05	261,307	I	See footnotes(1)(4)
Common Stock	02/23/2026		S		22	D	$34.05	4,908	I	See footnotes(1)(5)
Common Stock	02/23/2026		S		259	D	$34.05	103,611	I	See footnotes(1)(6)
Common Stock								968	I	See footnotes(1)(7)
Common Stock(1)(8)								31,411(1)(8)	I(1)(8)	See footnotes(1)(8)

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

1. Name and Address of Reporting Person^*

BASSWOOD CAPITAL MANAGEMENT, L.L.C.

(Last) (First) (Middle)

645 MADISON AVENUE

10TH FLOOR

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

X	Director	X	10% Owner
	Officer (give title below)	X	Other (specify below)
			Director-by-Deputization

1. Name and Address of Reporting Person^*

LINDENBAUM MATTHEW A

(Last) (First) (Middle)

BASSWOOD CAPITAL MANAGEMENT, L.L.C.

645 MADISON AVE, 10TH FLOOR

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

X	Director	X	10% Owner
	Officer (give title below)	X	Other (specify below)
			Director-by-Deputization

1. Name and Address of Reporting Person^*

LINDENBAUM BENNETT D

(Last) (First) (Middle)

BASSWOOD CAPITAL MANAGEMENT, L.L.C.

645 MADISON AVE, 10TH FLOOR

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

X	Director	X	10% Owner
	Officer (give title below)	X	Other (specify below)
			Director-by-Deputization

1. Name and Address of Reporting Person^*

BASSWOOD OPPORTUNITY PARTNERS, L.P.

(Last) (First) (Middle)

C/O BASSWOOD CAPITAL MANAGEMENT, L.L.C.

645 MADISON AVENUE, 10TH FLOOR

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

X	Director	X	10% Owner
	Officer (give title below)	X	Other (specify below)
			Director-by-Deputization

1. Name and Address of Reporting Person^*

BASSWOOD FINANCIAL FUND, L.P.

(Last) (First) (Middle)

C/O BASSWOOD CAPITAL MANAGEMENT, L.L.C.

645 MADISON AVENUE, 10TH FLOOR

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

X	Director	X	10% Owner
	Officer (give title below)	X	Other (specify below)
			Director-by-Deputization

1. Name and Address of Reporting Person^*

Basswood Financial Fund, Ltd.

(Last) (First) (Middle)

C/O BASSWOOD CAPITAL MANAGEMENT, L.L.C.

645 MADISON AVENUE, 10TH FLOOR

(Street)

NY 10022

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

X	Director	X	10% Owner
	Officer (give title below)	X	Other (specify below)
			Director-by-Deputization

1. Name and Address of Reporting Person^*

BASSWOOD FINANCIAL LONG ONLY FUND, L.P.

(Last) (First) (Middle)

BASSWOOD CAPITAL MANAGEMENT, L.L.C.

645 MADISON AVE, 10TH FLOOR

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

X	Director	X	10% Owner
	Officer (give title below)	X	Other (specify below)
			Director-by-Deputization

1. Name and Address of Reporting Person^*

BASSWOOD PARTNERS, L.L.C.

(Last) (First) (Middle)

C/O BASSWOOD CAPITAL MANAGEMENT, L.L.C.

645 MADISON AVENUE, 10TH FLOOR

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

X	Director	X	10% Owner
	Officer (give title below)	X	Other (specify below)
			Director-by-Deputization

Explanation of Responses:

1. See Exhibit 99.1.

2. See Exhibit 99.1.

3. See Exhibit 99.1.

4. See Exhibit 99.1.

5. See Exhibit 99.1.

6. See Exhibit 99.1.

7. See Exhibit 99.1.

8. See Exhibit 99.1.

Remarks:

Exhibit List: Exhibit 99.1 - Explanation of Responses Exhibit 99.2 - Joint Filer Information Exhibit 99.3 - Joint Filers' Signatures

	/s/ BASSWOOD CAPITAL MANAGEMENT, L.L.C.	02/24/2026
	** 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.
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FAQ

What insider activity did Regional Management Corp. (RM) report in this Form 4?

Regional Management Corp. reported that entities associated with Basswood Capital Management executed open-market sales of 9,044 Common Stock shares. These indirect sales occurred across multiple accounts tied to 10% owners and directors-by-deputization, with post-transaction holdings still reflecting sizable positions.

How many Regional Management Corp. (RM) shares were sold and on which dates?

Entities associated with Basswood Capital Management sold a total of 9,044 Regional Management Corp. Common Stock shares. The transactions took place on February 20, 2026 and February 23, 2026, and were reported as open-market sales under SEC transaction code “S.”

What prices did the Basswood-related entities receive for RM shares sold?

The Basswood-related entities sold Regional Management Corp. Common Stock at per-share prices of $34.51 on February 20, 2026 and $34.05 on February 23, 2026. All reported transactions were classified as open-market sales of indirectly owned shares.

Are these RM insider transactions direct or indirect holdings for Basswood entities?

All reported Regional Management Corp. insider transactions are classified as indirect holdings for the Basswood-related entities. Each line is marked with indirect ownership and refers to Exhibit 99.1 for additional details on the specific accounts and nature of ownership.

Who are the reporting persons in this Regional Management Corp. (RM) Form 4?

The reporting persons include Basswood Capital Management, L.L.C., several affiliated funds and partnerships, and individuals Matthew A. Lindenbaum and Bennett D. Lindenbaum. They are identified as 10% owners and directors-by-deputization with indirect ownership of Regional Management Corp. shares.

Did the Basswood-related entities retain RM shares after these sales?

Yes. After the reported sales, the Basswood-related entities still held significant indirect positions in Regional Management Corp. For example, post-transaction entries show continuing holdings such as 425,606 shares, 261,307 shares, and other account balances across multiple affiliated entities.