UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 8-K

____________________________________

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): ~~November 7~~January 22, ~~2025~~2026

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OP BANCORP

(Exact name of registrant as specified in its charter)

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California	001-38437	81-3114676
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)
1000 Wilshire Blvd., Suite 500, Los Angeles, CA		90017
1000 Wilshire Blvd, Suite 500, Los Angeles, CA		90017
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (213) 892-9999

~~Check~~Not ~~the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:~~Applicable

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (See General Instruction A.2 below):


☐			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock, noNo ~~par~~Par ~~value~~Value OPBK NASDAQ Global Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act ☐

Item 12.~~01.~~02 ~~Entry~~Results ~~into~~of aOperations ~~Material~~and ~~Definitive~~Financial ~~Agreement~~Condition

On ~~November 7~~January 22, ~~2025~~2026, OP Bancorp, (the “Company”), the ~~parent~~holding company offor Open Bank ~~(the “Bank”)~~, ~~completed~~issued aits ~~private~~press ~~placement~~release ofannouncing ~~$25~~preliminary ~~million~~unaudited ~~principal~~financial ~~amount~~results offor ~~fixed-to-floating rate subordinated note due 2035 (~~the ~~“Note”)~~fourth ~~pursuant~~quarter toand afiscal ~~subordinated~~year ~~note~~ended ~~purchase~~December 31, ~~agreement~~2025. A incopy aof ~~private placement (~~the ~~“Agreement”).~~press ~~The~~release ~~Note~~is ~~was~~attached ~~issued~~as inExhibit a99.1 ~~private~~to ~~placement~~this ~~without~~Current ~~registration~~Report ~~under~~on ~~the~~Form ~~Securities~~8-K ~~Act~~and ofis ~~1933,~~incorporated asherein ~~amended~~by ~~(the~~reference ~~“Securities~~in ~~Act”),~~this ~~relying~~Item ~~on exemptions under Section 4(a)(~~2~~) of the Securities Act~~.02.

The ~~Note~~information ~~will~~in ~~mature~~this onCurrent ~~November~~Report ~~15,~~set ~~2035.~~forth ~~From~~under ~~the~~this ~~original~~Item ~~issue date to~~2.02, ~~but~~including ~~excluding,~~exhibit ~~November~~99.1 15hereto, ~~2030,~~is ~~the~~furnished ~~Note~~hereunder ~~will bear interest at a fixed rate of 7.50% per annum~~ and ~~payable~~shall ~~semi-annually~~not inbe ~~arrears~~treated onas ~~May~~“filed” 15for ~~and~~purposes ~~November 15~~ of ~~each~~Section ~~year,~~18 ~~beginning~~of ~~May 15, 2026. Thereafter, until maturity or earlier redemption,~~ the ~~Note~~Securities ~~will~~Exchange ~~bear~~Act ~~interest~~of ~~at a floating rate~~1934, ~~reset~~as ~~quarterly,~~amended ~~equal to the three-month term Secured Overnight Financing Rate~~ (“~~SOFR~~Exchange Act”) ~~plus 411 basis points and payable quarterly in arrears on February 15~~, ~~May~~nor ~~15,~~shall ~~August~~it 15be ~~and~~deemed ~~November~~incorporated 15by ofreference ~~each~~into ~~year.~~any ~~The~~registration ~~Company~~statement ~~may, at its option, redeem the Note, in whole~~ or ~~part,~~other atfiling ~~any~~pursuant ~~time~~to ~~after~~ the ~~fifth~~Securities ~~anniversary~~Act of ~~issuance~~1933, ~~subject to any required regulatory approvals. The Note was designed to qualify~~ as ~~Tier~~amended 2(the ~~capital~~“Securities ~~under~~Act”), ~~applicable~~or ~~capital adequacy regulations. The Company intends to use~~ the ~~net~~Exchange ~~proceeds for general corporate purposes~~Act, ~~including,~~except ~~without~~as ~~limitation,~~expressly ~~strengthening~~stated ~~the~~by ~~regulatory~~specific ~~capital~~reference ofin ~~the~~such ~~Bank and supporting its growth~~filing.

~~The information presented in this~~ Item 17.01 Regulation represents a summary of the Note and the Agreement, and does not contain all terms a reader might consider material. Accordingly, readers are invited to review in their entirety the form of Note attached hereto as Exhibit 4.1 and the Agreement attached hereto Exhibit 10.1, each of which is incorporated by reference into this Item 1.01.FD

~~Item~~On 2January 22, 2026, the registrant disclosed a presentation containing certain summary financial information that may be used in discussions with investors and analysts.03 That presentation is furnished herewith as Exhibit 99.3. ~~Creation~~The presentation shall not be treated as “filed” for purposes of aSection ~~Direct~~18 ~~Financial~~of ~~Obligation~~the Exchange Act, nor shall it be deemed incorporated by reference into any registration statement or another ~~Obligation~~filing ~~Under~~pursuant anto ~~Off-Balance~~the ~~Sheet~~Exchange ~~Arrangement~~Act ofor athe ~~Registrant~~Securities Act, except as expressly set forth in any such filing.

~~The information set forth in~~ Item 18.01 ~~is incorporated herein by reference~~. Other Events

~~Item~~On 7January 22, 2026, the Company announced that its Board of Directors declared a quarterly cash dividend of $0.0112 per share on its common stock, payable on February 19, 2026, to shareholders of record as of February 5, 2026. ~~Regulation~~The FDCompany ~~Disclosure~~issued a press release describing the dividend on January 22, 2026, which is attached hereto as Exhibit 99.2 and incorporated herein by reference.

OnThe ~~November~~information 7,set ~~2025~~forth in this Item 8.01, including the ~~Company~~information ~~issued~~in athe accompanying press release, ~~regarding~~is ~~the~~furnished ~~sale~~hereunder and shall not be treated as “filed” for purposes of Section 18 of the ~~Note~~Exchange Act, anor ~~copy~~shall ofit ~~which~~be isdeemed ~~furnished~~incorporated asby ~~Exhibit~~reference ~~99.1~~into any registration statement or other filing pursuant to ~~this~~the ~~report~~Exchange Act or the Securities Act, except as expressly set forth in any such filing.

~~The information contained in this~~ Item ~~and Exhibit 99~~9.101 Financial ofStatements ~~this report shall be deemed furnished~~ and not filed for purpose of Section 18 of the Securities Exchange Act of 1934 (“Exchange Act”), or otherwise subject to the liabilities of the Exchange Act. It may only be incorporated by reference in another report under the Exchange Act or any registration statement or other document filed under the Securities Act only if and to the extent such subsequent filing specifically references the information to be incorporated therein.Exhibits

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number						Exhibit Description
4.1						Form of 7.50% Fixed-to-Floating Rate Subordinated Note due 2035, dated as November 7, 2025
99.1						Press Release, dated January 22, 2026 - Fourth Quarter 2025 Results
10.1						Form of Subordinated Note Purchase Agreement, dated as of November 7, 2025
99.2						Press Release, dated January 22, 2026 - Dividend Declaration
99.1						Press Release of OP Bancorp, dated November 10, 2025
99.3						Earnings Presentation - Fourth Quarter 2025 Results
104						Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	OP Bancorp
Date: November 7, 2025	By:	/s/ Jaehyun Park
Date: January 22, 2026	By:	/s/ Jaehyun Park
		Jaehyun Park
		Executive Vice President and Chief Financial Officer
		Executive Vice President and
		Chief Financial Officer

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