Dehart Julie 4

What Happened

• Julie Dehart, EVP Retail Banking of Oak Valley Bancorp (OVLY), had several non-open-market equity actions reported. On 2025-12-31 she acquired 1,006 shares through the company 401(k)/profit-sharing plan (discretionary purchase). On 2026-02-27 she was granted 784 restricted stock shares (Award, code A) and, on the same date, surrendered a total of 801 shares (several F-coded entries) to satisfy tax withholding related to prior restricted stock vestings. Prices for these transactions are shown as N/A in the filing (typical for plan/withholding transactions).

Key Details

• Transaction dates and counts:
  • 2025-12-31: Discretionary acquisition (code I) — 1,006 shares (401(k)/profit-sharing).
  • 2026-02-27: Award/grant (code A) — 784 restricted shares.
  • 2026-02-27: Tax withholding (code F) — 107, 89, 411, 103, and 91 shares (total 801) surrendered to cover taxes on vested restricted stock from prior grants.
• Prices: All entries report price as N/A (transactions occur under plan provisions, not open-market trades).
• Shares owned after transaction: Not specified in the filing.
• Notable footnotes: purchases via company 401(k) and 10b5-1 purchase plan (F1); tax-withholding surrenders correspond to restricted stock issued 2/28/2022–2/28/2025 (F3–F6); the new award is restricted stock under the Stock Incentive Plan (F7) with forfeiture/restrictions until vesting (F8).
• Vesting schedule for the awarded restricted stock: 20% vests annually on 2/28/2027, 2/28/2028, 2/28/2029, 2/28/2030 and 2/28/2031 (F9).
• Timeliness: Filing date 2026-03-03; period/report includes transactions on 2025-12-31 and 2026-02-27. The filing was marked late relative to the standard Form 4 timing requirements.

Context

• The 784-share award is restricted stock that vests over five years; the 801 shares surrendered were used solely to satisfy tax withholding on vesting and are routine in equity compensation. The 1,006-share 401(k)/profit-sharing acquisition reflects employee plan participation (not an open-market buy). These types of plan-based acquisitions and withholding transactions are common and do not by themselves signal management’s market outlook.