Mechanics Bancorp 10-Q

ITEM 5. OTHER INFORMATION On June 17, 2026 , Tony Kallingal , the Company’s Chief Banking Officer , entered into a “Rule 10b5-1 trading arrangement” as that term is defined in Regulation S-K, Item 408(a). Mr. Kallingal’s plan is intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act. The plan provides for the sale of 20% of net shares from RSUs that vest during the duration of the plan, which excludes any shares withheld by the Company to satisfy income tax withholding. Mr. Kallingal’s plan will expire on March 26, 2027 , subject to early termination for certain specified events set forth in the plan. On June 18, 2026 , Glenn Shrader , the Company’s General Counsel , entered into a “Rule 10b5-1 trading arrangement” as that term is defined in Regulation S-K, Item 408(a). Mr. Shrader’s plan is intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act. The plan provides for the sale of 6,100 shares of MCHB common stock and 100% of net shares from RSUs that vest during the duration of the plan, which excludes any shares withheld by the Company to satisfy income tax withholding. Mr. Shrader’s plan will expire on March 31, 2028 , subject to early termination for certain specified events set forth in the plan. Other than as described above, no other of our directors or officers adopted , modified, or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as those terms are defined in Regulation S-K, Item 408(a), during the second quarter of 2026. 78 ITEM 6. EXHIBITS EXHIBIT INDEX Exhibit Number Description 2.1** Agreement and Plan of Merger, dated March 28, 2025, by and among Mechanics Bank, HomeStreet, Inc. and HomeStreet Bank (incorporated by reference to Exhibit 2.1 to the Company’s Current Report on Form 8-K, filed with the SEC on April 3, 2025). 2.2** Amendment to the Agreement and Plan of Merger, dated as of August 26, 2025, by and among Mechanics Bank, HomeStreet, Inc. and HomeStreet Bank (incorporated by reference to Exhibit 2.1 to the Company’s Current Report on Form 8-K, filed with the SEC on September 2, 2025). 2.3** Asset Purchase Agreement, by and between Mechanics Bank and Fifth Third Bank, National Association, dated as of December 3, 2025 (incorporated by reference to Exhibit 2.1 to the Company’s Current Report on Form 8-K, filed with the SEC on December 9, 2025). 3.1 Fourth Amended and Restated Articles of Incorporation of Mechanics Bancorp, effective as of September 2, 2025 (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K, filed with the SEC on September 2, 2025). 3.2 Amended and Restated Bylaws of Mechanics Bancorp, effective as of February 25, 2026 (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K, filed with the SEC on February 27, 2026). 31.1+ Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 31.2+ Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 . 32.1 (1) Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. 32.2 (1) Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. 101 The following financial information included in the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2026, formatted in Inline XBRL (eXtensible Business Reporting Language) and contained in Exhibit 101: (i) the Consolidated Balance Sheets; (ii) the Consolidated Income Statements;(iii) the Consolidated Statements of Comprehensive Income; (iv) the Consolidated Statements of Shareholders’ Equity; (v) the Consolidated Statements of Cash Flows; and (vi) the Notes to Consolidated Financial Statements. 104 Cover Page Interactive Data File, formatted in Inline XBRL and contained in Exhibit 101. + Filed herewith. (1) This exhibit shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liability of that Section. Such exhibit shall not be deemed incorporated into any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934. ** Pursuant to Item 601(a)(5) of Regulation S-K, certain schedules and similar attachments have been omitted. The registrant hereby agrees to furnish supplementally a copy of any omitted schedule or similar attachment to the SEC upon request. 79 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized on August 7, 2026. Mechanics Bancorp By: /s/ C.J. Johnson C.J. Johnson President and Chief Executive Officer (Principal Executive Officer) Mechanics Bancorp By: /s/ Nathan Duda Nathan Duda Executive Vice President and Chief Financial Officer (Principal Financial Officer) 80