0000950170-24-088721.txt : 20240731 0000950170-24-088721.hdr.sgml : 20240731 20240731172424 ACCESSION NUMBER: 0000950170-24-088721 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: Wirfel Michelle CENTRAL INDEX KEY: 0001807459 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39242 FILM NUMBER: 241163091 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 4 2024-07-31 true 0001752036 California BanCorp CALB 0001807459 Wirfel Michelle 1300 CLAY STREET, SUITE 500 OAKLAND CA 94612 false true false false SEVP and Chief Banking Officer false Common Stock 2024-07-31 4 D false 29057 0 D 0 D Stock option (right to buy) 11.42 2024-07-31 4 D false 5250 D 2024-09-18 Common Stock 5250 0 D Stock option (right to buy) 12.57 2024-07-31 4 D false 2625 D 2025-05-25 Common Stock 2625 0 D Stock option (right to buy) 13.19 2024-07-31 4 D false 2100 D 2025-09-17 Common Stock 2100 0 D Stock option (right to buy) 21.35 2024-07-31 4 D false 1431 D 2028-06-21 Common Stock 1431 0 D Stock option (right to buy) 21.35 2024-07-31 4 D false 26069 D 2018-06-21 Common Stock 26069 0 D Stock option (right to buy) 11.50 2024-07-31 4 D false 5500 D 2030-03-19 Common Stock 5500 0 D Stock option (right to buy) 18.17 2024-07-31 4 D false 5500 D 2031-03-08 Common Stock 5500 0 D Stock option (right to buy) 23.04 2024-07-31 4 D false 5500 D 2032-04-12 Common Stock 5500 0 D Stock option (right to buy) 25.33 2024-07-31 4 D false 5500 D 2033-04-16 Common Stock 5500 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 14,240 shares of the Issuer's common stock. Pursuant to the Merger Agreement, at the effective time of the merger, the restricted stock units were assumed by BCAL and converted into a restricted stock units with respect to a number of shares of BCAL common stock equal to the number of issuer shares 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 option's exercise price exceeds $22.98 (the value of the per share merger consideration), less required tax withholdings. /s/ Michele Wirfel, by Debra Bradford, attorney-in-fact 2024-07-31