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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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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| 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) | ||
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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) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Performance-based Restricted Stock Units | (2) | 07/19/2024 | A | 4,432 | (2) | (2) | Common Stock | 4,432 | (2) | 4,432 | D | ||||
| Performance-based Restricted Stock Units | (3) | 07/19/2024 | A | 4,433 | (3) | (3) | Common Stock | 4,433 | (3) | 4,433 | D | ||||
| Performance-based Restricted Stock Units | (4) | (4) | (4) | Common Stock | 962 | 962 | D | ||||||||
| Performance-based Restricted Stock Units | (5) | (5) | (5) | Common Stock | 1,923 | 1,923 | D | ||||||||
| Performance-based Restricted Stock Units | (6) | (6) | (6) | Common Stock | 1,923 | 1,923 | D | ||||||||
| Performance-based Restricted Stock Units | (7) | (7) | (7) | Common Stock | 1,470 | 1,470 | D | ||||||||
| Performance-based Restricted Stock Units | (8) | (8) | (8) | Common Stock | 2,941 | 2,941 | D | ||||||||
| Performance-based Restricted Stock Units | (9) | (9) | (9) | Common Stock | 2,941 | 2,941 | D | ||||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| Stenger Thomas 3200 WILSHIRE BLVD. STE. 1400 LOS ANGELES, CA 90010 |
SEVP, Chief Risk Officer | |||
| /s/Claire Hur as attorney-in-fact for Thomas Stenger | 07/23/2024 | |
| **Signature of Reporting Person | Date |
| * | 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) | Total 8,865 Restricted Stock Units ("RSU") were granted on July 19, 2024 pursuant to the Hope Bancorp, Inc. 2024 Equity Incentive Plan ("2024 EIP"). Each RSU represents a contingent right to receive one share of Hope common stock. Installments of 2,955 shares will each vest on July 21, 2025, March 20, 2026 and March 22, 2027. |
| (2) | 4,432 performance-based RSUs ("PRSUs") were granted on July 19, 2024 pursuant to the 2024 IEP and subject to cliff vesting following completion of a 3-year performance period. Vesting of these PRSU shares depends upon Hope's achievement of a specified absolute return on average tangible common equity. Each PRSU represents a contingent right to receive one share of Hope common stock at Target performance. The "Target" number of shares is reported. Possible payout ranges from 0% of Target if the Threshold goal is not met, 50% to 99% on a prorated basis if the Threshold is met but the Target goal is not met, 100% to 149% on a prorated basis if the Target goal is met but the Stretch goal is not met, and 150% if the Stretch goal is met or exceeded. |
| (3) | 4,433 PRSUs were granted on July 19, 2024 pursuant to the 2024 IEP and subject to cliff vesting following a three-year performance period. Vesting of these PRSU shares depends upon Hope's achievement of a specified relative ranking of the total stockholder return in relation to the KRX Index over 12 quarter period from January 1, 2024 through December 31, 2026. Each PRSU represents a contingent right to receive one share of Hope common stock at Target performance. The "Target" number of shares is reported. Possible payout ranges from 0% of Target if the Threshold goal is not met, 50% to 99% on a prorated basis if the Threshold is met but the Target goal is not met, 100% to 149% on a prorated basis if the Target goal is met but the Stretch goal is not met, and 150% if the Stretch goal is met or exceeded. |
| (4) | 962 PRSU were granted on March 23, 2022 pursuant to the 2017 LTIP and 2019 ICP and subject to a 3-year cliff vesting. Vesting of thesePRSU shares depends upon Hope's achievement of a specified relative ranking of the total stockholder return in relation to the bank's statedpeer group over a 12-quarter period from January 1, 2022 through December 31, 2024. Each PRSU represents a contingent right to receive oneshare of Hope common stock at Target performance. The "Target" number of shares is reported. Possible payout ranges from 0% of Target if theThreshold goal is not met, 50% to 99% on a prorated basis if the Threshold is met but the Target goal is not met, 100% to 149% on a proratedbasis if the Target goal is met but the Stretch goal is not met, and 150% if the Stretch goal is met or exceeded. |
| (5) | 1,923 PRSU were granted on March 23, 2022 pursuant to the 2017 LTIP and 2019 ICP and subject to a 3-year cliff vesting. Vesting of thesePRSU shares depends upon Hope's achievement of a specified absolute earnings per share in relation to the bank's stated budget over a 12-month period from January 1, 2022 through December 31, 2022. Each PRSU represents a contingent right to receive one share of Hopecommon stock at Target performance. The "Target" number of shares is reported. Possible payout ranges from 0% of Target if the Thresholdgoal is not met, 50% to 99% on a prorated basis if the Threshold is met but the Target goal is not met, 100% to 149% on a prorated basis if theTarget goal is met but the Stretch goal is not met, and 150% if the Stretch goal is met or exceeded. |
| (6) | 1,923 PRSU were granted on March 23, 2022 pursuant to the 2017 LTIP and 2019 ICP and subject to a 3-year cliff vesting. Vesting of thesePRSU shares depends upon Hope's achievement of a specified relative return on common tangible equity in relation to the bank's stated peergroup over a 12-quarter period from January 1, 2022 through December 31, 2024. Each PRSU represents a contingent right to receive oneshare of Hope common stock at Target performance. The "Target" number of shares is reported. Possible payout ranges from 0% of Target ifthe Threshold goal is not met, 50% to 99% on a prorated basis if the Threshold is met but the Target goal is not met, 100% to 149% on aprorated basis if the Target goal is met but the Stretch goal is not met, and 150% if the Stretch goal is met or exceeded. |
| (7) | 1,470 PRSU were granted on March 22, 2023 pursuant to the 2017 LTIP and 2019 ICP and subject to a 3-year cliff vesting. Vesting of thesePRSU shares depends upon Hope's achievement of a specified relative ranking of the total stockholder return in relation to the bank's statedpeer group over a 12-quarter period from January 1, 2023 through December 31, 2025. Each PRSU represents a contingent right to receiveone share of Hope common stock at Target performance. The "Target" number of shares is reported. Possible payout ranges from 0% of Targetif the Threshold goal is not met, 50% to 99% on a prorated basis if the Threshold is met but the Target goal is not met, 100% to 149% on aprorated basis if the Target goal is met but the Stretch goal is not met, and 150% if the Stretch goal is met or exceeded. |
| (8) | 2,941 PRSU were granted on March 22, 2023 pursuant to the 2017 LTIP and 2019 ICP andsubject to a 3-year cliff vesting. Vesting of these PRSU shares depends upon Hope's achievement of a specified relative return on commontangible equity in relation to the bank's stated peer group over a 12-quarter period from January 1, 2023 through December 31, 2025. EachPRSU represents a contingent right to receive one share of Hope common stock at Target performance. The "Target" number of shares isreported. Possible payout ranges from 0% of Target if the Threshold goal is not met, 50% to 99% on a prorated basis if the Threshold is met butthe Target goal is not met, 100% to 149% on a prorated basis if the Target goal is met but the Stretch goal is not met, and 150% if the Stretchgoal is met or exceeded. |
| (9) | 2,941 PRSU were granted on March 22, 2023 pursuant to the 2017 LTIP and 2019 ICP and subject to a 3-year cliff vesting. Vesting of thesePRSU shares depends upon Hope's achievement of a specified absolute earnings per share in relation to the bank's stated budget over a 12-month period from January 1, 2023 through December 31, 2023. Each PRSU represents a contingent right to receive one share of Hopecommon stock at Target performance. The "Target" number of shares is reported. Possible payout ranges from 0% of Target if the Thresholdgoal is not met, 50% to 99% on a prorated basis if the Threshold is met but the Target goal is not met, 100% to 149% on a prorated basis if theTarget goal is met but the Stretch goal is not met, and 150% if the Stretch goal is met or exceeded. |