California BanCorp 2025年季度报告

FORM10-Q TQUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period endedMarch31, 2025or £TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _________ to _________Commission file number001-41684 CALIFORNIA BANCORP 84-3288397 (I.R.S. Employer Identification No.) Registrant’s telephone number, including area code: (844)265-7622 Securities registered pursuant to Section 12(b) of the Act: Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports),and (2) has been subject to such filing requirements for the past 90 days.TYes£No Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that theregistrant was required to submit such files).TYes£No Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smallerreporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated filer Non-accelerated filer If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.T Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).£YesTNo As of May7, 2025, the registrant had32,412,937outstanding shares of common stock. CALIFORNIA BANCORPFORM 10-Q QUARTERLY REPORTMARCH31, 2025TABLE OF CONTENTS PART I — FINANCIAL INFORMATION Item 1.Financial Statements (Unaudited)6Consolidated Balance Sheets6Consolidated Statements of Operations7Consolidated Statements of Comprehensive Income (Loss)8Consolidated Statements of Changes in Shareholders' Equity9Consolidated Statements of Cash Flows10Notes to Consolidated Financial Statements12Item 2.Management's Discussion and Analysis of Financial Condition and Results of Operations58Item 3.Quantitative and Qualitative Disclosures About Market Risk94Item 4.Controls and Procedures96 PART II — OTHER INFORMATION Item 1.Legal ProceedingsItem 1A.Risk FactorsItem 2.Unregistered Sales of Equity Securities and Use of ProceedsItem 3.Defaults Upon Senior SecuritiesItem 4.Mine Safety DisclosuresItem 5.Other InformationItem 6.Exhibits SIGNATURES Cautionary Note Regarding Forward-Looking Statements In this quarterly report on Form 10-Q, the words “we,” “us,” “our,” “BCAL,” or the “Company” refer toCalifornia BanCorp and California Bank of Commerce, N.A., collectively and on a consolidated basis. The words“California BanCorp,” or the “holding company” refer to California BanCorp on a stand-alone basis. References to the“Bank” refer to California Bank of Commerce, N.A. The statements in this quarterly report include forward-looking statements within the meaning of the PrivateSecurities Litigation Reform Act of 1995. Forward-looking statements relate to expectations, beliefs, projections, futureplans and strategies, anticipated events or trends and other matters that are not historical facts. Examples of forward-looking statements include, among others, statements made about the Company’s prospects and results following themerger of the former California BanCorp (“CALB”) into the Company and the merger of the former California Bank ofCommerce into the Bank on July 31, 2024 (collectively, the “Merger”), as well as forecasts relating to financial andoperating results or other measures of economic performance. Forward-looking statements reflect management’s currentview about future events and involve risks and uncertainties that may cause actual results to differ from those expressed inthe forward-looking statement or historical results. Forward-looking statements can be identified by the fact that they donot relate strictly to historical or current facts and often include the words or phrases such as “aim,” “can,” “may,”“could,” “predict,” “should,” “will,” “would,” “believe,” “anticipate,” “estimate,” “expect,” “hope,” “intend,” “plan,”“potential,” “project,” “will likely result,” “continue,” “seek,” “shall,” “possible,” “projection,” “optimistic,” and“outlook,” and variations of these words and similar expressions. We have made the forward-looking statements in this quarterly report based on assumptions and estimates that webelieve to be reasonable in light of the information available to us at this t