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PCB BANCORP

For the period ended Dec 31, 2024. Filed Mar 13, 2025.

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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2024 · Filed Mar 13, 2025

PCB$30.04-0.4%Stored close · as of Nov 6, 2026
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

(Mark one)

☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2024

or

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission file number 001-38621

PCB Bancorp

(Exact name of registrant as specified in its charter)

California20-8856755
(State or other jurisdiction of incorporation or organization)(IRS Employer Identification No.)

3701 Wilshire Boulevard, Suite 900, Los Angeles, California 90010

(Address of principal executive offices) (Zip Code)

(213)210-2000

(Registrant’s telephone number, including area code)

Securities Registered Pursuant to Section 12(b) of the Act:

Title of Each ClassTrading Symbol(s)Name of Each Exchange on Which Registered
Common Stock, No Par ValuePCBNasdaq Global Select Market

Securities Registered Pursuant to Section 12(g) of the Act:

None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes¨ No x

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes¨ No x

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange 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. Yes x No¨

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x 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 growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer¨Accelerated filer¨
Non-accelerated filer☒Smaller reporting company☒
Emerging growth company¨

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 financial accounting 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 of its internal control over financial reporting 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 it 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 the correction 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 the registrant’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 Rule 12b-2 of the Exchange Act.) Yes☐ No☒

As of June 30, 2024, the aggregate market value of the common stock held by non-affiliates of the Registrant was approximately $175.3 million. For purposes of the foregoing calculation only, in addition to affiliated companies, all directors and officers of the Registrant have been deemed affiliates.

As of February 28, 2025, the registrant had outstanding 14,380,651 shares of common stock.

Documents Incorporated by Reference: The information required in Part III, Items 10 through 14 are incorporated herein by reference to the registrant’s definitive proxy statement for the 2025 annual meeting of shareholders which will be filed with the Securities and Exchange Commission within 120 days of the registrant’s fiscal year end.

Annual Report on Form 10-K

December 31, 2024

Table of Contents

Page
Forward-Looking Statements3
Part I
Item 1.Business4
Item 1A.Risk Factors21
Item 1B.Unresolved Staff Comments33
Item 1C.Cybersecurity34
Item 2.Properties35
Item 3.Legal Proceedings35
Item 4.Mine Safety Disclosures35
Part II
Item 5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities36
Item 6.Reserved36
Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations37
Item 7A.Quantitative and Qualitative Disclosures About Market Risk66
Item 8.Financial Statements and Supplementary Data68
Index to Consolidated Financial Statements68
Report of Independent Registered Public Accounting Firm69
Consolidated Balance Sheets as of December 31, 2024 and 202372
Consolidated Statements of Income for the Years Ended December 31, 2024, 2023 and 202273
Consolidated Statements of Comprehensive Income for the Years Ended December 31, 2024, 2023 and 202274
Consolidated Statements of Changes in Shareholders’ Equity for the Years Ended December 31, 2024, 2023 and 202275
Consolidated Statements of Cash Flows for the Years Ended December 31, 2024, 2023 and 202276
Notes to Consolidated Financial Statements78
Item 9.Change in and Disagreements with Accountants on Accounting and Financial Disclosures122
Item 9A.Controls and Procedures122
Item 9B.Other Information123
Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections123
Part III
Item 10.Directors, Executive Officers and Corporate Governance123
Item 11.Executive Compensation123
Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholders Matters123
Item 13.Certain Relationships and Related Transactions, and Directors Independence123
Item 14.Principal Accounting Fees and Services123
Part IV
Item 15.Exhibits, Financial Statement Schedules124
Signatures125
ContentsView on SEC.gov

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