OP Bancorp

For the period ended Jun 26, 2025. Filed May 16, 2025.

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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

Jun 26, 2025 · Filed May 16, 2025

OPBK$14.76-0.1%Stored close · as of Nov 6, 2026

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

(RULE 14A-101)

INFORMATION REQUIRED IN PROXY STATEMENT

Proxy Statement Pursuant to Section 14(a) of

the Securities Exchange Act of 1934 (Amendment No. )

Filed by the Registrant☒

Filed by a Party other than the Registrant☐

Check the appropriate box:

o	Preliminary Proxy Statement
o	Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
x	Definitive Proxy Statement
o	Definitive Additional Materials
o	Soliciting Material under §240.14a-12

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

x	No fee required.
o	Fee paid previously with preliminary materials:
o	Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11.

May 16, 2025

Dear Fellow Shareholder:

You are cordially invited to attend the 2025 Annual Meeting of Shareholders, which will be held at 10 a.m., Pacific Daylight Time (PDT) on Thursday, June 26, 2025, at OP Bancorp’s offices, located at 1000 Wilshire Boulevard, Suite 500, Los Angeles, California 90017.

We have elected to deliver our proxy materials to our shareholders over the internet and will mail to our shareholders a Notice of Internet Availability of Proxy Materials containing instructions on how to access our proxy statement for our 2025 Annual Meeting of and 2024 Annual Report to shareholders. This notice also provides instructions on how to vote by telephone or through the internet and includes instructions on how to receive a paper copy of the proxy materials by mail.

The accompanying Notice of Annual Meeting and proxy statement describe the business that will be conducted at the meeting and provide information about OP Bancorp. We have also enclosed our 2024 Annual Report.

The Company asks that any shareholders who do plan to attend the Annual Meeting please notify the Company at least 24 hours in advance of the Annual Meeting by contacting us at (213) 892-9999, emailing us at IRSupport@myopenbank.com, or writing to OP Bancorp, 1000 Wilshire Blvd., Ste. 500, Los Angeles, California 90017, Attn: Investor Relations.

Your continued support is appreciated, and we hope you will attend the Annual Meeting. Whether or not you are personally present, it is very important that your shares be represented at the meeting. Accordingly, please sign, date, and promptly mail the enclosed proxy card. You may also vote electronically over the Internet or by telephone by following the instructions on the proxy card. If you attend the meeting and prefer to vote in person, you may do so.

Sincerely,

Brian Choi	Min J. Kim
Chairman of the Board	President and Chief Executive Officer

1000 Wilshire Boulevard, Suite 500, Los Angeles, California 90017

Telephone (213) 892-9999 ● www.myopenbank.com

1000 Wilshire Boulevard, Suite 500

Los Angeles, California, 90017

Notice of Annual Meeting of Shareholders

Date and Time:	Thursday, June 26, 2025, at 10 a.m., Pacific Daylight Time (PDT).
Place:	Company’s offices located at 1000 Wilshire Boulevard, Suite 500, Los Angeles, California 90017.
Items of Business:	1.	To elect 7 members of the Board of Directors, each for a term of one year;
	2.	To consider the ratification, on a non-binding basis, the compensation of our named executive officers paid in 2024;
	3.	To consider, on a non-binding basis, the frequency with which the Company solicits non-binding approval of compensation paid to our named executive officers;
	4.	To ratify the selection of Crowe LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2025; and
	5.	To transact such other business as may properly come before the meeting, and any adjournment or postponement.
Record Date:	You can vote if you are a shareholder of record on April 30, 2025.
Mailing Date:	The proxy materials are being distributed to our shareholders on or about May 16, 2025, and include our Annual Report, Notice of Annual Meeting, this proxy statement, and proxy or voting instruction card.
Important Notice Regarding the Internet Availability of Proxy Materials:	The proxy statement and Annual Report are available at www.myopenbank.com. Your Vote is Important. Please vote as promptly as possible by using the Internet or telephone or by signing, dating and returning the enclosed proxy card or voting instruction form.The Company asks that any shareholders who plan to attend the Annual Meeting in person please notify the Company no later than May 31, 2025 by calling (213) 892-9999, emailing us at IRSupport@myopenbank.com, or writing to OP Bancorp, 1000 Wilshire Blvd., Ste. 500, Los Angeles, California 90017, Attn: Investor Relations. This notification is requested as a courtesy: if you present proper documentation showing that you are a shareholder, you will not be denied entrance based on a lack of notice, but we would appreciate your consideration so that we can assure adequate seating and refreshments for all shareholders who plan to attend.

By Order of the Board of Directors,

Jaehyun Park

Executive Vice President

and Corporate Secretary

May 16, 2025

Los Angeles, California

TABLE OF CONTENTS

	Page
INFORMATION ABOUT THE ANNUAL MEETING AND VOTING
Internet Availability of Proxy Materials	1
Who is soliciting my proxy and why did you send me this proxy statement?	1
Who is paying for this proxy solicitation?	1
Who is entitled to vote?	1
What constitutes a quorum?	1
How many votes do I have?	1
Is voting confidential?	2
How do I vote by proxy?	2
What do I have to do to vote my shares if they are held in the name of my broker?	2
May I write in a candidate for director who is not identified in the proxy statement?	2
What are the procedures for attending the Annual Meeting?	3
How do I vote in person?	3
May I vote electronically over the Internet or by telephone?	3
What is cumulative voting and how do I cumulate my shares?	3
May I change my vote after I return my proxy?	4
What if I receive multiple proxy cards or voting instruction forms?	4
What vote is required to approve each proposal?	4
What will be the effect of abstentions and broker non-votes on the proposals to be considered at the Annual Meeting?	4
How will voting on any other business be conducted?	5
BENEFICIAL OWNERSHIP OF COMMON STOCK	6
CORPORATE GOVERNANCE AND BOARD MATTERS	8
Board of Directors	8
Code of Business Conduct and Business Ethics Policy	11
Reporting of Complaints/Concerns Regarding Accounting or Auditing Matters	11
INFORMATION ABOUT DIRECTORS AND EXECUTIVE OFFICERS	11
The Board of Directors	11
Board Leadership Structure	12
Compensation Committee Interlocks and Insider Participation	12
Risk Management and Oversight	12
Committees of the Board	12
Executive Officers of the Company	16
Policies and Procedures Regarding Related Party Transactions	17
EXECUTIVE COMPENSATION	19
Summary Compensation Table	19
Chief Executive Officer Agreements	20
Management Incentive Plan	21
Benefits and Other Perquisites	22
Executive Change in Control Plan	22
Pay Versus Performance	22
Equity Based Plan	24
Outstanding Equity Awards	24
Grant of Certain Equity Awards Close in Time to the Release of Material Nonpublic Information	24
Recovery of Erroneously Awarded Incentive Compensation	25

Director Compensation	25
PROPOSAL 1—ELECTION OF DIRECTORS	27
PROPOSAL 2—ADVISORY VOTE ON EXECUTIVE COMPENSATION	28
PROPOSAL 3—ADVISORY VOTE ON FREQUENCY OF SHAREHOLDER VOTE REGARDING EXECUTIVE COMPENSATION	29
PROPOSAL 4—RATIFICATION OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM	31
OTHER BUSINESS	33
DELINQUENT SECTION 16(A) REPORTS	33
SHAREHOLDER PROPOSALS	33

PROXY STATEMENT FOR OP BANCORP

2025 ANNUAL MEETING OF SHAREHOLDERS

INFORMATION ABOUT THE ANNUAL MEETING AND VOTING

ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.