Mechanics Bancorp

02/18/2026 | Press release | Distributed by Public on 02/18/2026 20:10

Statement of Changes in Beneficial Ownership (Form 4)

FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Shields Kristie S
2. Issuer Name and Ticker or Trading Symbol
Mechanics Bancorp [MCHB]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
EVP & Chief Compliance Counsel
(Last) (First) (Middle)
1111 CIVIC DRIVE, SUITE 390
3. Date of Earliest Transaction (Month/Day/Year)
02/15/2026
(Street)
WALNUT CREEK, CA 94596
4. If Amendment, Date Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 02/15/2026 M 3,398 A (1) 16,642 D
Class A Common Stock 02/15/2026 F 1,400 D $15.37 15,242 D
Class A Common Stock 02/15/2026 M 1,961 A (1) 17,203 D
Class A Common Stock 02/15/2026 F 808 D $15.37 16,395 D
Class A Common Stock 02/15/2026 M 2,915 A (1) 19,310 D
Class A Common Stock 02/15/2026 F 1,201 D $15.37 18,109 D
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SEC 1474 (9-02)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Incentive Units - Not Deferred (2022) (2) 02/15/2026 M 3,398 (3) (3) Class A Common Stock 3,398 $ 0 0 D
Incentive Units - Not Deferred (2023) (2) 02/15/2026 M 1,961 (4) (4) Class A Common Stock 1,961 $ 0 1,961 D
Incentive Units - Not Deferred (2024) (2) 02/15/2026 M 2,915 (5) (5) Class A Common Stock 2,915 $ 0 5,830 D

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Shields Kristie S
1111 CIVIC DRIVE
SUITE 390
WALNUT CREEK, CA 94596
EVP & Chief Compliance Counsel

Signatures

/s/ Glenn Shrader, Attorney in fact for Kristie S. Shields 02/18/2026
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Each incentive unit represents a contingent right to receive one share of Issuer Class A common stock. Incentive units do not require the holder to pay any consideration upon vesting.
(2) Each incentive unit is the economic equivalent of one share of Issuer Class A Common Stock.
(3) All shares have vested as of February 15, 2026.
(4) The remaining incentive units vest on February 15, 2027.
(5) The incentive units vest in two equal annual installments beginning February 15, 2027.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
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