Ghan Cathy 4

What Happened

• Cathy Ghan, EVP Commercial Real Estate at Oak Valley Bancorp (OVLY), received an award of 784 restricted shares on 2026-02-27. On the same date she surrendered a total of 783 shares to satisfy tax withholding related to prior restricted stock awards that vested 2/27/2026 (these surrenders are reported as code F). Separately, on 2025-12-31 she acquired 1,306 shares through the company 401(k) plan (reported as a discretionary transaction). No per-share prices or total dollar values were reported (listed as N/A).

Key Details

• Transactions/dates:
  • 2025-12-31: Discretionary acquisition of 1,306 shares via company 401(k) / purchase program (footnotes F1, F2).
  • 2026-02-27: Surrendered 105, 87, 401, 101 and 89 shares (total 783) to satisfy tax liabilities on restricted stock issued 2/28/2022–2/28/2025 that vested 2/27/2026 (footnotes F3–F6; code F = tax withholding).
  • 2026-02-27: Award/grant of 784 restricted shares (footnote F7; code A = award/grant).
• Prices/values: All transactions report price as N/A; filing does not disclose cash values.
• Shares owned after transactions: Not specified in the filing.
• Notable footnotes: 401(k) purchases occur under company plan and may involve scheduled purchase plans/10b5-1 arrangements (F1). The awarded restricted shares are subject to transfer/forfeiture restrictions until vesting (F8).
• Vesting schedule for the new restricted award: 20% annually on 2/28 of 2027, 2028, 2029, 2030 and 2031 (F9).

Context

• The 783-share surrender was a tax-withholding action tied to vesting of prior RSUs and is a routine administrative transaction, not an open-market sale. The 1,306-share 401(k) acquisition reflects plan contributions/purchases. The 784-share award is compensation/retention via restricted stock and vests over five years; it does not imply an immediate sale. No late-filing flag is indicated in the provided data.