Merger converts United Security (UBFO) director’s shares to Community West stock
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
UNITED SECURITY BANCSHARES director G. Thompson Ellithorpe reported merger-related dispositions of all his shares. On April 1, 2026, a total of common stock held directly and as trustee was returned to the issuer in connection with the merger into Community West Bancshares.
Under the Agreement and Plan of Merger, each share of United Security common stock was converted into the right to receive 0.4520 of a Community West common share, and all outstanding unvested restricted stock awards vested and became entitled to the same merger consideration.
Positive
- None.
Negative
- None.
Insider Trade Summary
2 transactions reported
Mixed
2 txns
Insider
ELLITHORPE G THOMPSON
Role
Director
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Common Stock | 89,011.834 | $10.51 | $936K |
| Disposition | Common Stock | 98,420 | $10.51 | $1.03M |
Holdings After Transaction:
Common Stock — 0 shares (Direct);
Common Stock — 0 shares (Indirect, Trustee)
Footnotes (1)
- [object Object]
Key Figures
Direct shares disposed: 89,011.8340 shares
Indirect shares disposed (trustee): 98,420.0000 shares
Disposition price: $10.5100 per share
+2 more
5 metrics
Direct shares disposed
89,011.8340 shares
Common stock, disposition to issuer on April 1, 2026
Indirect shares disposed (trustee)
98,420.0000 shares
Common stock, disposition to issuer on April 1, 2026
Disposition price
$10.5100 per share
Price per share for both reported dispositions
Merger exchange ratio
0.4520 shares
Community West common stock per United Security share
Effective time
12:01 a.m. April 1, 2026
Merger of United Security into Community West
Key Terms
Agreement and Plan of Merger, Merger Consideration, restricted stock award, disposition to issuer, +1 more
5 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
"each share of Company common stock ... was converted into the right to receive 0.4520 of a share ... (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_action": "issuer disposition", "transaction_code_description": "Disposition to issuer""
indirect ownership financial
""direct_or_indirect": "I", "nature_of_ownership": "Trustee""