Form 4: Sierra Bancorp CFO's Stock Transaction

Sierra Bancorp's EVP/CFO, Christopher G. Treece, reported the disposition of 1,918 common shares for tax withholding purposes following the vesting of performance awards, while also forfeiting 915 unearned excess performance shares.

Summary

• Christopher G. Treece, Executive Vice President and Chief Financial Officer of Sierra Bancorp (BSRR), reported a transaction involving the company's common stock.
• On November 18, 2025, 1,918 shares of common stock were disposed of at a price of $28.59 per share.
• This disposition was a routine transaction for tax withholding purposes, incident to the vesting of performance awards.
• Following this reported transaction, Mr. Treece directly beneficially owns 33,860 shares of Sierra Bancorp common stock.
• Performance awards initially issued on November 18, 2022, included 3,517 target shares and 1,759 excess shares for exceeding performance targets.
• Of the total excess performance shares granted, 844 shares vested on November 18, 2025.
• The remaining 915 excess performance awards were not earned and consequently forfeited on November 18, 2025, as the associated performance criteria were not achieved.

Sentiment

Score: 5

Explanation: The filing reports a routine insider transaction involving the vesting of performance awards and subsequent tax withholding. While some excess shares vested (positive), a portion was also forfeited due to unachieved performance criteria (negative), balancing the overall sentiment to neutral.

Positives

• A portion of performance awards, specifically 844 excess shares, vested on November 18, 2025, indicating the achievement of some performance targets by the executive.

Negatives

• 915 excess performance awards were forfeited on November 18, 2025, because the remaining performance criteria were not achieved, indicating a partial failure to meet all performance targets.

Future Outlook

NA

Management Comments

• The performance awards issued on November 18, 2022, included 3,517 target shares and 1,759 excess shares for exceeding performance targets.
• The performance awards vesting on November 18, 2025, included 844 shares of the 1,759 total excess performance shares granted.
• The remaining 915 shares of excess performance awards granted were not earned and did not vest because the remaining performance criteria were not achieved and thus, those 915 shares were forfeited on November 18, 2025.

Industry Context

NA

Stakeholder Impact

• Shareholders: The disposition of shares for tax withholding is a routine event and does not represent a discretionary sale into the open market. The forfeiture of unearned shares prevents potential future dilution from those specific awards.

Key Dates

Recommendation

This Form 4 details a routine insider transaction related to executive compensation, specifically the vesting of performance awards and subsequent tax withholding. While some excess shares were forfeited due to unachieved performance targets, this is an expected outcome for performance-based compensation. The transaction itself does not provide new fundamental information about the company's operations or future prospects that would warrant a change in investment recommendation.

Keywords

Sierra Bancorp, BSRR, Form 4, Insider Transaction, Executive Compensation, Performance Awards, Share Vesting, Tax Withholding, Stock Disposition