BayCom Corp Adopts 2026 Performance Stock Unit Program, Grants PSUs

What Happened

• On July 21, 2026 BayCom Corp (BCML) announced that its Compensation Committee recommended and the Board adopted a 2026 Performance Stock Unit Program under the BayCom Corp 2024 Omnibus Incentive Plan and approved initial PSU grants to certain senior executives of BayCom and its banking subsidiary, United Business Bank.
• Each performance stock unit (PSU) represents the right to receive one-half of one share of BayCom common stock and a cash payment equal to the fair market value of one-half of one share at settlement. PSUs become “Banked PSUs” only after the market vesting condition is met and the Compensation Committee certifies satisfaction.

Key Details

• Date adopted: July 21, 2026.
• Market Vesting Condition: volume-weighted average price (VWAP) per share must meet or exceed a specified threshold for 20 consecutive trading days; Committee certification required.
• Settlement: as soon as practicable after the third anniversary of the grant, paid 50% in shares and 50% in cash (cash valued as of settlement date).
• Termination/treatment: death or disability — Banked PSUs and dividend equivalents settle within 60 days of termination; involuntary termination without cause or resignation for good reason — if Market Vesting Condition met, settle within 60 days; if not met, pro‑rata unearned PSUs may remain subject to the condition; other terminations generally cause forfeiture. Change in Control treatment governed by the 2024 Omnibus Plan; if no replacement award, settlement occurs on the effective Change in Control date (50/50 stock/cash). The form of the award agreement is filed as Exhibit 10.1.

Why It Matters

• This program ties executive compensation directly to BayCom’s stock price performance: officers only bank PSUs if the stock reaches the VWAP threshold for the required period, aligning pay with share‑price improvement.
• Payouts will involve both stock issuance and cash payments (50/50), so material future vesting could lead to share dilution and cash outflows; the filing does not disclose the number of PSUs awarded or maximum potential cost.
• Investors should watch for future disclosures (Compensation Committee certifications, proxy filings, or subsequent 8-Ks) that state the threshold price, the number of PSUs granted, and any settlement activity.