[Form 4] Westamerica Bancorporation Insider Trading Activity

Rhea-AI Filing Summary

Westamerica Bancorporation (WABC) – Form 4 insider activity

Senior Vice President & Treasurer John A. Thorson filed a Form 4 reporting two option exercises on 7 July 2025 and 3 July 2025 at an exercise price of $49.70 per share. The transactions were coded “M,” indicating conversion of non-qualified stock options into common shares.

• Underlying shares acquired: 1,095 (2 + 1,093) common shares
• Direct common shares after transactions: 2,595
• Indirect ESOP shares: 1,932.696
• Remaining unexercised options: 21,605

The options originated from a grant dated 25 Jan 2025 and vest ratably over three years beginning one year from grant. No open-market sales were reported, implying the newly issued shares are now part of Thorson’s direct ownership. The aggregate size of the exercise is modest relative to Westamerica’s public float, so the filing is not expected to materially move the stock but may be viewed as a show of executive confidence.

Positive

• Insider confidence signal: SVP/Treasurer exercised 1,095 options and retained shares, modestly increasing direct ownership.
• No concurrent sales: Filing shows acquisitions only, reducing concerns about insider distribution.

Negative

• None.

Insights

Securities Analyst

TL;DR: Small option exercise; neutral impact.

The 1,095-share exercise increases Thorson’s direct stake to 2,595 shares while leaving a sizeable 21,605 options outstanding. Because the absolute share count is immaterial versus WABC’s ~26 million shares outstanding, the filing does not change supply-demand dynamics or earnings dilution. The strike price of $49.70 sits near recent trading ranges, suggesting routine, scheduled execution rather than a value signal. Overall, the transaction is operationally neutral but can be interpreted as a modest vote of confidence since no concurrent sales were disclosed.

Corporate Governance Expert

TL;DR: Routine insider conversion; governance clean.

The filing complies with Section 16 timing rules, and the attorney-in-fact signature is properly authorized. The use of an expiring 2025 grant before its 2034 expiration aligns with normal incentive utilization. No 10b5-1 plan box is checked, indicating discretionary timing. Because the executive retained the shares and reported promptly, there are no governance red flags. From a stewardship lens, the activity is routine and non-impactful.

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
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^*

THORSON JOHN A

(Last) (First) (Middle)

4550 MANGELS BLVD

(Street)

FAIRFIELD CA 94534

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
WESTAMERICA BANCORPORATION [ WABC ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP/Treasurer

3. Date of Earliest Transaction (Month/Day/Year)
07/03/2025

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

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

X	Form filed by One Reporting Person
	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								2,595	D
Common Stock								1,932.696	I	Esop

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
Non-qualified Stock Option (Right to Buy)	$49.7	07/03/2025		M			2	01/25/2025(1)	01/25/2034	Common Stock	2	$0	22,698	D
Non-qualified Stock Option (Right to Buy)	$49.7	07/07/2025		M			1,093	01/25/2025(1)	01/25/2034	Common Stock	1,093	$0	21,605	D

Explanation of Responses:

1. Options vest ratably over three years beginning one year from date of grant.

	/s/Diane Cunningham, attorney-in-fact for Mr. Thorson	07/07/2025
	** 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.
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.

FAQ

How many Westamerica Bancorporation shares did John A. Thorson acquire?

1,095 common shares were acquired through option exercises coded "M".

What was the exercise price for the options in WABC's Form 4?

Both option exercises were executed at an exercise price of $49.70 per share.

What is John A. Thorson's total direct ownership after the transactions?

He now directly owns 2,595 common shares of Westamerica Bancorporation.

How many unexercised options does the insider still hold?

Thorson continues to hold 21,605 non-qualified stock options.

Did the Form 4 indicate any sales of WABC shares?

No. The filing only reports option exercises; no sales were disclosed.