RBB Bancorp (RBB) Form 4 RBB Bancorp / James Kao 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^*

Kao James

(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)
01/18/2023

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	01/18/2023		M		800	A	$0	445,276	D
Common Stock, No Par Value	01/19/2023		M		500	A	$0	445,776	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							(1)	05/15/2023	Common Stock	10,763		10,763	D
Option (right to buy)	$13.2098							(2)	05/21/2024	Common Stock	10,250		10,250	D
Option (right to buy)	$17.08							(3)	05/20/2025	Common Stock	10,000		10,000	D
Option (right to buy)	$18.25							(4)	05/17/2026	Common Stock	10,000		10,000	D
Restricted Stock Units	$0	01/19/2022		M			500	(5)	(6)	Restricted Stock Units	500	$0	0	D
Restricted Stock Units	$0	01/18/2023		M			800	(7)	(6)	Restricted Stock Units	1,400	$0	600	D

Explanation of Responses:

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

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

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

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

5. These restricted stock units vest in two installments: 500 at 07/21/2022 and 500 at 01/19/2023.

6. There will be no expiration date once restricted stock units vest.

7. These restricted stock units vest in two installments: 800 on 01/18/2023 and 600 at 01/18/2024.

Remarks:

Dr. James Kao was granted 1,400 restricted stock units that will vest in two installments: 800 on 01/18/2023 and 600 on 01/18/2024. The second and final vesting of the RSUs that were granted on 1/19/2022 are also reflected.

	/s/ James Kao	01/20/2023
	** 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).
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