United Security (NASDAQ: UBFO) SVP reports share dispositions in Community West merger
Rhea-AI Filing Summary
United Security Bancshares executive Kevin J. Williams reported share dispositions tied to the company’s merger with Community West Bancshares. On April 1, 2026, he disposed of 49,575 shares of common stock back to the issuer in connection with the merger closing and share conversion.
Footnotes explain that at the merger’s effective time, each United Security share (other than excluded and dissenting shares) was converted into the right to receive 0.4520 of a Community West common share, and all unvested restricted stock awards fully vested and became entitled to this consideration. On March 24, 2026, Williams also had a total of 34,262 shares withheld as tax payments related to equity awards, reported as two separate tax-withholding dispositions.
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Insider Trade Summary
Net Seller: 83,837 shares
Net Sell
3 txns
Insider
WILLIAMS KEVIN J
Role
SVP/Chief Banking Officer
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Common Stock | 49,575 | $0.00 | $0.00 |
| Exercise Price or Tax Liability | Common Stock | 27,618 | $0.00 | $0.00 |
| Exercise Price or Tax Liability | Common Stock | 6,644 | $0.00 | $0.00 |
Holdings After Transaction:
Common Stock — 0 shares (Direct)
Footnotes (1)
- F1. Disposed of pursuant to the Agreement and Plan of Merger, dated as of December 16, 2025 (the "Merger Agreement"), by and between Community West Bancshares ("Community West") and United Security Bancshares (the "Company"), providing for the Company to merge (the "Merger") with and into Community West with Community West being the surviving entity. The Merger became effective at 12:01 a.m. on April 1, 2026 (the "Effective Time"), at which time (i) each share of Company common stock, other than excluded shares and dissenting shares, was converted into the right to receive 0.4520 of a share of common stock of Community West (the "Merger Consideration"); each outstanding unvested Company restricted stock award automatically vested in full and became entitled to the Merger Consideration.
Key Figures
Issuer disposition shares: 49,575 shares
Tax-withholding shares (larger block): 27,618 shares
Tax-withholding shares (smaller block): 6,644 shares
+3 more
6 metrics
Issuer disposition shares
49,575 shares
Common Stock returned to issuer on April 1, 2026
Tax-withholding shares (larger block)
27,618 shares
Tax-withholding disposition on March 24, 2026
Tax-withholding shares (smaller block)
6,644 shares
Additional tax-withholding disposition on March 24, 2026
Total tax-withholding shares
34,262 shares
Aggregate F-code tax-withholding dispositions
Merger exchange ratio
0.4520
Community West common shares per United Security share
Merger effective time
12:01 a.m. April 1, 2026
Effective Time when shares converted and awards vested
Key Terms
Agreement and Plan of Merger, Merger Consideration, Disposition to issuer, tax-withholding disposition, +2 more
6 terms
Agreement and Plan of Merger regulatory
"Disposed of pursuant to the Agreement and Plan of Merger, dated as of December 16, 2025"
An Agreement and Plan of Merger is a formal document where two companies agree to combine into one, outlining how the process will happen. It’s like a step-by-step plan for merging, and it matters because it shows both sides have agreed on the details before the official transition takes place.
Merger Consideration financial
"was converted into the right to receive 0.4520 of a share of common stock of Community West (the "Merger Consideration")"
Merger consideration is the total payment a company or buyer offers to shareholders of a target company in exchange for combining the two businesses, and can include cash, shares in the surviving company, debt assumption, or a mix of these. Investors care because the form and amount affect the deal’s value, tax consequences, immediate cash received versus future ownership, and the risk and upside of holding new shares — similar to choosing between cash now or stock that could grow later.
Disposition to issuer financial
"transaction_code_description": "Disposition to issuer""
tax-withholding disposition financial
"transaction_action": "tax-withholding disposition""
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.
restricted stock award financial
"each outstanding unvested Company restricted stock award automatically vested in full"
A restricted stock award is company shares given to an employee or executive that cannot be sold or fully owned until certain conditions—like staying with the company for a set time or hitting performance targets—are met. Think of it as a gift that only becomes yours after you fulfill specific obligations; for investors, these awards matter because they can increase the total shares outstanding when they vest, reveal how management is being paid and motivated, and create potential selling pressure when restrictions lift.
Effective Time regulatory
"The Merger became effective at 12:01 a.m. on April 1, 2026 (the "Effective Time")"
The exact clock time when a regulatory filing, approval, or corporate action formally becomes legally active; from that moment the change is binding and can be acted on. Investors care because the effective time marks when ownership, rights, trading rules, or new securities take effect — like a light switch turning on a contract or transaction — which determines when risks, benefits and market reactions begin.
FAQ
What insider transactions did Kevin J. Williams report for UBFO?
Kevin J. Williams reported three dispositions of United Security Bancshares common stock. He returned 49,575 shares to the issuer in the merger and had a total of 34,262 shares withheld to cover tax obligations related to equity awards, all recorded as non-market transactions.
What happened to unvested restricted stock awards in the UBFO merger?
At the merger’s effective time, each outstanding unvested United Security Bancshares restricted stock award automatically vested in full. Once vested, these awards became entitled to receive the same Merger Consideration, meaning 0.4520 of a Community West Bancshares common share for each underlying United Security share.
AI-generated analysis. How Rhea-AI works. Not financial advice.
