Banc of California Inc 2025年度报告

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the fiscal year ended December31, 2025 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the transition period from _______ to ______ Commission File Number001-35522 BANC OF CALIFORNIA, INC. (Exact name of registrant as specified in its charter) Maryland04-3639825(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.) 11611 San Vicente Boulevard, Suite 500Los Angeles, CA 90049(Address of Principal Executive Offices, Including Zip Code) (855) 361-2262(Registrant's Telephone Number, Including Area Code)Securities registered pursuant to Section 12(b) of the Act: Securities Registered Pursuant to Section12(g) of the Act:None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule405 of the Securities Act.YesNo Indicate by check mark if the registrant is not required to file reports pursuant to Section13 or Section15(d) of the Act.YesNo Indicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13 or 15(d) of the Securities Exchange Act of 1934 during the preceding12months (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 past90days.YesNo Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule405 of RegulationS-T(§232.405 of this chapter) during the preceding 12months (or for such shorter period that the registrant was required to submit such files).YesNo Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growthcompany. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and "emerging growth company" in Rule12b-2 of the Exchange Act. ☐Accelerated filer☐Smaller reporting company☐Emerging growth company ☑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 for complying with any new or revised financialaccounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financialreporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.☑ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect thecorrection of an error to previously issued financial statements Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of theregistrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). Indicate by check mark whether the registrant is a shell company (as defined in Rule12b-2 of the Act).☐YesNo The aggregate market value of the voting common stock held by non-affiliates of the registrant, computed by reference to the average high and low sales prices on The NewYork Stock Exchange as of the close of business on June30, 2025, was $1.9 billion. As of February13, 2026, there were 149,963,520 shares of registrant's voting common stock outstanding, excluding 75,498 shares of unvested restricted stock, and theregistrant had 477,321 shares of class B non-voting common stock outstanding. DOCUMENTS INCORPORATED BY REFERENCE The information required by Items 10, 11, 12, 13 and 14 of Part III of this Annual Report on Form 10-K will be found in the Company's definitive proxy statement for its 2026Annual Meeting of Stockholders, to be filed pursuant to Regulation 14A under the Securities Exchange Act of 1934, as amended, and such information is incorporated hereinby this reference. BANC OF CALIFORNIA, INC.2025 ANNUAL REPORT ON FORM 10-KTABLE OF CONTENTS PARTI Forward‑Looking InformationAvailable InformationGlossary of Acronyms, Abbreviations, and TermsItem1.BusinessItem1A.Risk FactorsItem1B.Unresolved Staff CommentsItem 1C.CybersecurityItem 2.PropertiesItem 3.Legal ProceedingsItem 4.Mine Safety Disclosure PARTII ITEM 5.Market For Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of EquitySecurities34ITEM 6.Reserved35ITEM 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations36ITEM 7A.Quantitative and Qualitative Disclosures About Market Risk71ITEM 8.Financial Statements and Supplementary Data75ITEM 9.Changes in a