STOCK TITAN

United Security (UBFO) CEO shares exchanged in Community West merger deal

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

Rhea-AI Filing Summary

UNITED SECURITY BANCSHARES CEO Dennis R. Woods reported dispositions of his company stock in connection with the merger into Community West Bancshares. On April 1, 2026, 230,202 directly held shares and 946,011 shares held in trusts where he serves as trustee were disposed of to the issuer under the merger terms at $10.51 per share. The merger, effective at 12:01 a.m. on April 1, 2026, converted each United Security common share (other than excluded and dissenting shares) into the right to receive 0.4520 of a Community West common share as merger consideration. A prior March 24, 2026 transaction shows 10,644 indirectly held shares delivered to cover tax obligations, leaving 946,011 trust shares before the merger-related disposition.

Positive

  • None.

Negative

  • None.

Insights

CEO Woods’ reported stock disposals are merger-driven, not open‑market selling.

The transactions reflect UNITED SECURITY BANCSHARES completing its merger into Community West Bancshares, rather than discretionary trading. All reported common shares, both directly held and in trusts, were disposed of to the issuer under the merger agreement at $10.51 per share.

The footnotes state that, effective at 12:01 a.m. on April 1, 2026, each United Security share (other than excluded or dissenting shares) became entitled to receive 0.4520% of a Community West common share as merger consideration. Unvested restricted stock awards also vested and received the same consideration, so the CEO’s economic exposure likely continues through Community West stock rather than cashing out entirely.

The earlier F-code entry for 10,644 shares is a tax-withholding disposition, a mechanical step to satisfy tax or exercise-price obligations and not a market sale. With derivativeSummary empty, no remaining derivative positions are visible in this filing. Subsequent disclosures from Community West may give more detail on resulting share ownership post‑merger.

Insider WOODS DENNIS R
Role CEO
Type Security Shares Price Value
Disposition Common Stock 230,202 $10.51 $2.42M
Disposition Common Stock 946,011 $10.51 $9.94M
Tax Withholding Common Stock 10,644 $0.00 --
Holdings After Transaction: Common Stock — 0 shares (Direct); Common Stock — 0 shares (Indirect, TRUSTEES)
Footnotes (1)
  1. 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. Represents shares held by Mr. Woods directly. For disclosure purposes only. Shares held in various trusts where Mr. Woods serves as the trustee with voting power over shares.
Direct shares disposed 230,202 shares at $10.51 Disposition to issuer on April 1, 2026
Indirect trust shares disposed 946,011 shares at $10.51 Trustee-held shares disposed to issuer on April 1, 2026
Tax-withholding shares 10,644 shares F-code tax-withholding disposition on March 24, 2026
Post-transaction UBFO holdings 0 shares Total United Security shares after merger-related dispositions
Merger share exchange ratio 0.4520 Community West shares Per United Security common share, excluding certain shares
Merger effective time 12:01 a.m. on April 1, 2026 Time when merger and share conversion became effective
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.
restricted stock award financial
"each outstanding unvested Company restricted stock award automatically vested in full and became entitled to the Merger Consideration"
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.
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.
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*
WOODS DENNIS R

(Last)(First)(Middle)
2126 INYO STREET

(Street)
FRESNO CALIFORNIA 93721

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
UNITED SECURITY BANCSHARES [ UBFO ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
CEO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
03/24/2026
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 Stock04/01/2026D230,202D$10.51(1)0D(2)
Common Stock03/24/2026F10,644D$0946,011I(3)TRUSTEES(3)
Common Stock04/01/2026D946,011D$10.510I(3)TRUSTEES(3)
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
Explanation of Responses:
1. 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.
2. Represents shares held by Mr. Woods directly. For disclosure purposes only.
3. Shares held in various trusts where Mr. Woods serves as the trustee with voting power over shares.
Remarks:
/S/ DENNIS R WOODS04/01/2026
** 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)

FAQ

What insider transactions did UBFO CEO Dennis R. Woods report?

Dennis R. Woods reported dispositions of United Security Bancshares common stock. These included 230,202 directly held shares and 946,011 shares held in trusts, all surrendered to the issuer in connection with the merger into Community West Bancshares, plus an earlier 10,644-share tax-withholding disposition.

How many UBFO shares did Dennis R. Woods dispose of in the merger?

In the merger, Woods disposed of 230,202 directly held shares and 946,011 indirectly held shares in trusts. Both transactions used code D for disposition to issuer at $10.51 per share, reflecting conversion under the merger agreement rather than open-market selling.

What consideration did UBFO shareholders receive in the Community West merger?

Each United Security Bancshares common share, other than excluded and dissenting shares, was converted into the right to receive 0.4520 of a Community West Bancshares common share. This stock-for-stock exchange is described as the Merger Consideration in the agreement and applied at the effective time.

When did the United Security and Community West merger become effective?

The merger of United Security Bancshares into Community West Bancshares became effective at 12:01 a.m. on April 1, 2026. At that effective time, each eligible United Security share was converted into the right to receive 0.4520 Community West common shares, and unvested restricted stock awards vested.

What is the 10,644-share Form 4 tax-withholding entry for UBFO?

The 10,644-share transaction coded F represents a tax-withholding disposition. Shares were delivered to satisfy exercise price or tax liability obligations, not sold in the market. After this step, 946,011 shares remained in trusts before their later merger-related disposition to the issuer.

Did Dennis R. Woods retain any UBFO shares after these transactions?

Following the merger-related dispositions, the Form 4 shows zero United Security Bancshares shares directly or indirectly. However, each disposed share became entitled to receive 0.4520 Community West shares, so his economic interest likely shifted into Community West stock under the merger terms.