0000950170-24-088711.txt : 20240731
0000950170-24-088711.hdr.sgml : 20240731
20240731171947
ACCESSION NUMBER: 0000950170-24-088711
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20240731
FILED AS OF DATE: 20240731
DATE AS OF CHANGE: 20240731
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Dorrance Thomas M.
CENTRAL INDEX KEY: 0001808167
ORGANIZATION NAME:
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39242
FILM NUMBER: 241163055
MAIL ADDRESS:
STREET 1: C/O CALIFORNIA BANCORP
STREET 2: 1300 CLAY STREET, FIFTH FLOOR
CITY: OAKLAND
STATE: CA
ZIP: 94612
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: California BanCorp
CENTRAL INDEX KEY: 0001752036
STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022]
ORGANIZATION NAME: 02 Finance
IRS NUMBER: 821751097
STATE OF INCORPORATION: CA
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1300 CLAY STREET
STREET 2: SUITE 500
CITY: OAKLAND
STATE: CA
ZIP: 94612
BUSINESS PHONE: 510-457-3769
MAIL ADDRESS:
STREET 1: 1300 CLAY STREET
STREET 2: SUITE 500
CITY: OAKLAND
STATE: CA
ZIP: 94612
4
1
ownership.xml
4
X0508
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2024-07-31
true
0001752036
California BanCorp
CALB
0001808167
Dorrance Thomas M.
1300 CLAY STREET, SUITE 500
OAKLAND
CA
94612
false
true
false
false
Chief Technology Officer
false
Common Stock
2024-07-31
4
D
false
26351
0
D
0
D
Stock Option (right to buy)
13.19
2024-07-31
4
D
false
3150
D
2025-09-17
Common Stock
3150
0
D
Stock Option (right to buy)
20.62
2024-07-31
4
D
false
3785
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2027-12-21
Common Stock
3785
0
D
Stock Option (right to buy)
23.45
2024-07-31
4
D
false
3785
D
2028-01-18
Common Stock
3785
0
D
Stock Option (right to buy)
21.35
2024-07-31
4
D
false
20000
D
2028-06-21
Common Stock
20000
0
D
Stock Option (right to buy)
11.50
2024-07-31
4
D
false
4000
D
2030-03-19
Common Stock
4000
0
D
Stock Option (right to buy)
18.17
2024-07-31
4
D
false
4000
D
2031-03-08
Common Stock
4000
0
D
Stock Option (right to buy)
23.04
2024-07-31
4
D
false
4000
D
2032-04-12
Common Stock
4000
0
D
Stock Option (right to buy)
25.33
2024-07-31
4
D
false
4000
D
2033-02-16
Common Stock
4000
0
D
Disposed of pursuant to the Agreement and Plan of Merger and Reorganization, dated January 31, 2024 (the "Merger Agreement"), by and between the Issuer and Southern California Bancorp ("BCAL"). Pursuant to the terms of the Merger Agreement, at the effective time of the merger, each share of Issuer common stock converted into the right to receive 1.590 shares of BCAL common stock (the "Exchange Ratio"), with cash paid in lieu of fractional shares. As a result of the merger, the reporting person no longer beneficially owns, directly or indirectly, any shares of Issuer common stock.
Includes restricted stock units with respect to 6,780 shares of the Issuer's common stock. Pursuant to the Merger Agreement, at the effective time of the merger, the reporting person's restricted stock units vested and reporting person became entitled to receive a number of shares BCAL common stock equal to the number of shares of issuer common stock underlying the restricted stock unit multiplied by the Exchange Ratio.
This total amount corrects an administrative error in the total amount reported in previous filings. No reportable transaction was omitted from previously filings.
Pursuant to the Merger Agreement, at the effective time of the merger, each of the reporting person's stock options was converted in to the right to receive the amount, if any, by which the exercise price exceeds $22.98 (the value of the per share merger consideration), less required tax withholdings.
/s/ Tom M. Dorrance, by Debra Bradford, attorney-in-fact
2024-07-31