MASON MARK K Form 4/A Filed 2025-12-18

FORM 4

☒	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:		3235-0287
Expires:	02/28/2011
Estimated average burden
hours per response		0.5

1. Name and Address of Reporting Person ^*

MASON MARK K

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
_____ Officer (give title below)	__X__ Other (specify below)
Consultant

(Last)

(First)

(Middle)

1111 CIVIC DRIVE, SUITE 390

3. Date of Earliest Transaction (Month/Day/Year)
09/02/2025

(Street)

WALNUT CREEK, CA 94596

(City)

(State)

(Zip)

4. If Amendment, Date Original Filed(Month/Day/Year)
09/04/2025

6. Individual or Joint/Group Filing(Check applicable line)

__X__ Form Filed by One Reporting Person
_____ Form Filed by More than One Reporting Person

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)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	09/02/2025		A		14,848⁽¹⁾	A	$ 0 ⁽²⁾	213,196	D
Common Stock	09/02/2025		F		5,843⁽³⁾	D	$13.87	207,353	D
Common Stock	09/02/2025		A		33,333⁽¹⁾	A	$ 0 ⁽⁴⁾	240,686	D
Common Stock	09/02/2025		F		13,117⁽⁵⁾	D	$13.87	227,569	D
Common Stock								2,800⁽⁶⁾	I	Courtney Mason, Mr. Mason's spouse

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 Securities Underlying Derivative Security (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

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Explanation of Responses:

1.	Reflects shares of Issuer Class A common stock received upon vesting of performance stock units (PSUs"). Pursuant to the Agreement and Plan of Merger, dated as of March 28, 2025, among HomeStreet, Inc., HomeStreet Bank, a subsidiary of HomeStreet, Inc., and Mechanics Bank, at the effective time of the merger on September 2, 2025, each outstanding PSU held by the Reporting Person was accelerated and entitled the Reporting Person to receive shares of Issuer Class A common stock, plus a cash amount for any accrued by unpaid dividends on the PSUs. In the merger, HomeStreet, Inc. was renamed to Mechanics Bancorp.
2.	Shares of Issuer Class A common stock were issued to the Reporting Person without payment of any consideration in connection with the vesting of a PSU award granted to the Reporting Person on January 1, 2023. The number of shares issued on the vesting of the PSU was determined based on the achievement of certain performance factors set forth in the PSU. The unvested portion of the PSU was cancelled.
3.	This amendment is being filed to correct the number of shares withheld by the Issuer in payment of the withholding tax liability incurred upon the above-reported settlement of PSUs. It was previously reported that the Issuer withheld 6,430 shares of the Issuer Class A common stock upon vesting of a PSU award granted on January 1, 2023, when in fact the number of shares withheld was 5,843 shares.
4.	Shares of Issuer Class A common stock were issued to the Reporting Person without payment of any consideration in connection with the vesting of a PSU award granted to the Reporting Person on January 1, 2024. The number of shares issued on the vesting of the PSU was determined based on the achievement of certain performance factors set forth in the PSU. The unvested portion of the PSU was cancelled.
5.	This amendment is being filed to correct the number of shares withheld by the Issuer in payment of the withholding tax liability incurred upon the above-reported settlement of PSUs. It was previously reported that the Issuer withheld 14,434 shares of the Issuer Class A common stock upon vesting of a PSU award granted on January 1, 2024, when in fact the number of shares withheld was 13,117 shares.
6.	These shares are owned by the Reporting Person's spouse. Mr. Mason disclaims beneficial ownership of these shares except to the extent of any pecuniary interest he may have therein.

	Signatures
	/s/ Mark K. Mason	12/18/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.