California BanCorp \ CA 8-K

What Happened

• California BanCorp (BCAL) held its 2026 Annual Meeting on May 27, 2026. Shareholders approved the California BanCorp 2026 Omnibus Equity Incentive Plan and elected ten directors to one-year terms. As of the April 2, 2026 record date, 32,152,298 shares were outstanding and 26,794,968 shares were represented at the meeting.
• The company also ratified RSM US LLP as its independent registered public accounting firm for 2026. Separately, California BanCorp declared a quarterly cash dividend of $0.10 per share payable July 15, 2026 to holders of record as of the close of business on June 23, 2026.

Key Details

• 2026 Omnibus Equity Incentive Plan approved by shareholders (vote: 19,902,405 For; 4,043,390 Against; 22,194 Abstain; 2,826,979 broker non‑votes).
• Ten directors re-elected (each to a one-year term): Andrew J. Armanino, Jr.; Stephen A. Cortese; Kevin J. Cullen; Frank D. Di Tomaso; Rochelle G. Klein; Dr. Lester Machado; Frank L. Muller; David I. Rainer; David Volk; Anne Williams.
• Auditor ratification vote: 26,793,325 For; 440 Against; 1,203 Abstain.
• The company filed the 2026 Omnibus Equity Incentive Plan and standard forms for restricted stock unit and stock option awards as exhibits to the Form 8-K.

Why It Matters

• The approved equity incentive plan gives California BanCorp a formal framework to grant stock-based awards (e.g., RSUs and options) to employees, executives, and directors, which the company can use for compensation and retention. The company filed the plan and award agreement forms for investor review.
• Re-election of the full board and auditor ratification maintain management and oversight continuity. The declared $0.10 per-share dividend provides a near-term cash return to shareholders on July 15, 2026.