| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | PACW | Common Stock | Disposed to Issuer | $0 | -901K | -100% | $0.00* | 0 | Nov 30, 2023 | Direct | F1, F2, F3, F4 |
| transaction | PACW | Common Stock | Disposed to Issuer | $0 | -52.9K | -100% | $0.00* | 0 | Nov 30, 2023 | By IRA | F2, F4 |
| transaction | PACW | Common Stock | Disposed to Issuer | $0 | -17K | -100% | $0.00* | 0 | Nov 30, 2023 | By Spouse | F2, F4, F5 |
| transaction | PACW | Depositary Shares of Series A Preferred Stock | Disposed to Issuer | $0 | -33.9K | -100% | $0.00* | 0 | Nov 30, 2023 | Direct | F6, F7 |
Matthew P. Wagner is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.
| Id | Content |
|---|---|
| F1 | Includes restricted stock awards of 205,395 shares of Issuer's common stock (the "Issuer RSAs"). |
| F2 | Disposed of pursuant to the Agreement and Plan of Merger, dated July 25, 2023, by and among Issuer, Banc of California, Inc. ("BANC"), and Cal Merger Sub, Inc. (the "Merger Agreement"). Pursuant to the terms of the Merger Agreement, at the effective time (the "Effective Time") of the merger between Issuer and Cal Merger Sub, Inc. (the "Merger"), each share of Issuer common stock issued and outstanding immediately prior to the Effective Time was converted into the right to receive 0.6569 shares of BANC common stock (the "Merger Consideration"). All fractional shares were paid in cash. The Merger closed on November 30, 2023. |
| F3 | Pursuant to the Merger Agreement, at the Effective Time, the Issuer RSAs were assumed by BANC and converted into the right to receive (without interest) the Merger Consideration in respect of each share of Issuer common stock subject to such Issuer RSAs immediately prior to the Effective Time with the same terms and conditions as were applicable under such Issuer RSAs immediately prior to the Effective Time (including vesting terms), with any fractional shares rounded to the nearest whole share of BANC common stock. |
| F4 | As a result of the Merger, Reporting Person no longer beneficially owns, directly or indirectly, any shares of Issuer common stock. |
| F5 | The Reporting Person disclaims beneficial ownership of the shares held by his spouse, and this report should not be deemed an admission that the Reporting Person is the beneficial owner of his spouse's shares for purposes of Section 16 or for any other purpose. |
| F6 | In connection with the transactions contemplated by the Merger Agreement, the depository shares and shares of preferred stock underlying the depositary shares will be exchanged for substantially equivalent depositary shares and shares of preferred stock of BANC. |
| F7 | Following the transactions contemplated by the Merger Agreement, Reporting Person no longer beneficially owns any Issuer depositary shares. |