Form 4: FSBC COO Sells 600 Shares Under 10b5-1 Plan

Five Star Bancorp's EVP & Chief Operating Officer, Lydia Ann Ramirez-Medina, sold 600 shares of common stock for $33.07 per share, reducing her direct beneficial ownership to 11,360 shares.

Summary

• Lydia Ann Ramirez-Medina, EVP & Chief Operating Officer of Five Star Bancorp (FSBC), sold 600 shares of common stock.
• The transaction occurred on November 19, 2025, at a price of $33.07 per share.
• The sale was executed pursuant to a Rule 10b5-1 pre-arranged trading plan.
• Following the sale, Ms. Ramirez-Medina directly beneficially owns 11,360 shares of Five Star Bancorp common stock.
• Her remaining beneficial ownership includes shares granted under the Five Star Bancorp 2021 Equity Incentive Plan, with various vesting schedules extending into 2026 and beyond.

Sentiment

Score: 5

Explanation: A neutral to slightly negative sentiment. While it's an insider sale, the small number of shares relative to total holdings and the execution under a 10b5-1 plan mitigate strong negative implications. The significant remaining unvested equity shows continued alignment.

Positives

• The sale was conducted under a Rule 10b5-1 plan, indicating it was pre-scheduled and not based on immediate, non-public information.
• Ms. Ramirez-Medina retains a significant beneficial ownership of 11,360 shares, including a substantial portion of unvested equity, demonstrating continued alignment with shareholder interests.

Negatives

• An insider sale, even if pre-planned, can sometimes be perceived as a slight negative signal regarding management's outlook on the company's short-term prospects.

Risks

• No specific risks are mentioned in this Form 4 filing beyond the general implication of an insider sale.

Future Outlook

The filing indicates future vesting events for a significant portion of the EVP & COO's equity holdings, with shares scheduled to vest in equal installments over the remainder of a five-year period and beginning in 2026, contingent on continued employment.

Industry Context

Insider transactions, particularly sales, are routinely monitored by investors for signals about management's confidence. Sales executed under Rule 10b5-1 plans are generally viewed as less indicative of a change in sentiment compared to unplanned sales, as they are pre-scheduled to avoid accusations of trading on material non-public information.

Stakeholder Impact

• Shareholders may interpret the sale as a minor negative signal, though mitigated by the 10b5-1 plan and significant remaining holdings.

Next Steps

• Continued vesting of 867 shares from the 2021 Equity Incentive Plan in equal installments over the remainder of a five-year period.
• Continued vesting of 4,800 shares from the 2021 Equity Incentive Plan in equal installments over the remainder of a five-year period.
• Vesting of 3,629 shares from the 2021 Equity Incentive Plan in equal installments over a five-year period beginning in 2026.

Key Dates

Recommendation

The sale of 600 shares by an executive, while an insider transaction, is a relatively small amount compared to the total beneficial ownership of 11,360 shares. Furthermore, the transaction was executed under a pre-arranged Rule 10b5-1 plan, which suggests it was not based on new, material non-public information. The executive retains substantial unvested equity, indicating continued long-term alignment with the company's performance. This single transaction does not provide sufficient new information to alter a fundamental investment thesis, thus a 'hold' recommendation is appropriate.

Keywords

Five Star Bancorp, FSBC, Insider Trading, Stock Sale, Executive Compensation, Form 4, Rule 10b5-1, Lydia Ann Ramirez-Medina