RBB Bancorp (RBB) Form 4 RBB Bancorp / Wendell Chen ownership change

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

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Chen Wendell

(Last) (First) (Middle)

1055 WILSHIRE BLVD

SUITE 1200

(Street)

LOS ANGELES CA 90017

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
RBB Bancorp [ RBB ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
01/31/2020

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, No Par Value	01/31/2020	01/31/2020	M		10,763	A	$11.1498	78,208	D
Stock Options	01/31/2020	01/31/2020	M		10,763	D	$11.1498	41,013	D

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
Option (right to buy)	$11.1498	01/31/2020	01/31/2020	M			10,763	(1)	05/16/2022	Common Stock	10,763	$11.1498	0	D
Option (right to buy)	$9.2915							(2)	05/18/2021	Common Stock	0		0	D
Option (right to buy)	$11.1498							(3)	05/15/2023	Common Stock	10,763		10,763	D
Option (right to buy)	$13.2098							(4)	05/21/2024	Common Stock	10,250		10,250	D
Option (right to buy)	$17.08							(5)	05/20/2025	Common Stock	10,000		10,000	D
Option (right to buy)	$18.25							(6)	05/17/2026	Common Stock	10,000		10,000	D

Explanation of Responses:

1. These options vest in three equal annual installments beginning one year after the 05/16/2012 date of grant.

2. These options vest in three equal annual installments beginning one year after the 05/18/2011 date of grant.

3. These options vest in three equal annual installments beginning one year after the 05/15/2013 date of grant.

4. These options vest in three equal annual installments beginning one year after the 05/21/2014 date of grant.

5. These options vest in three equal annual installments beginning one year after the 05/20/2015 date of grant.

6. These options vest in three equal annual installments beginning one year after the 05/17/2016 date of grant.

Remarks:

	Wendell Chen	02/03/2020
	** 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.