OP Bancorp
For the period ended May 28, 2026. Filed Apr 16, 2026.
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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.
May 28, 2026 · Filed Apr 16, 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. |
April 16, 2026
Dear Fellow Shareholder:
You are cordially invited to attend the 2026 Annual Meeting of Shareholders, which will be held at 10 a.m., Pacific Daylight Time (PDT) on Thursday, May 28, 2026, at OP Bancorp’s offices, located at 1000 Wilshire Boulevard, Suite 500, Los Angeles, California 90017.
The accompanying Notice of Annual Meeting and proxy statement describe the matters to be considered at the meeting and provide additional information about OP Bancorp. We have also enclosed our 2025 Annual Report.
We have elected to deliver our proxy materials to shareholders over the internet and will mail a Notice of Internet Availability of Proxy Materials containing instructions on how to access our proxy statement for the 2026 Annual Meeting and our 2025 Annual Report to Shareholders. The notice also provides instructions on how to vote by telephone or online, as well as how to request a paper copy of the proxy materials by mail.
Shareholders planning to attend the Annual Meeting are asked to notify the Company at least 24 hours in advance by calling (213) 892-9999, emailing IRSupport@myopenbank.com, or writing to OP Bancorp, 1000 Wilshire Blvd., Ste. 500, Los Angeles, California 90017, Attn: Investor Relations.
We appreciate your continued support and hope you will join us at the Annual Meeting. Whether or not you plan to attend, it is important that your shares be represented. Please sign, date, and promptly return the enclosed proxy card. You may also vote electronically via 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,
| Min J. Kim | Sang K. Oh |
|---|---|
| Chairperson 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, May 28, 2026, 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. | Elect 7 directors to serve one-year terms expiring in 2027; |
| 2. | Approve, on a non-binding advisory basis, the compensation of the Company’s named executive officers for 2025; | |
| 3. | Ratify the appointment of Crowe LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2026; and | |
| 4. | Transact such other business as may properly come before the Annual Meeting or any postponement or adjournment of the Annual Meeting. | |
| Record Date: | You can vote if you are a shareholder of record on April 2, 2026. | |
| Mailing Date: | The proxy materials are being distributed to our shareholders on or about April 16, 2026, 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. Other information contained in or referenced from our website is not incorporated into our proxy materials or our other filings with the Securities and Exchange Commission (“SEC”).The Company asks that any shareholders who plan to attend the Annual Meeting in person please notify the Company no later than May 15, 2026 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
April 16, 2026
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? | 3 |
| 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? | 4 |
| BENEFICIAL OWNERSHIP OF COMMON STOCK | 5 |
| CORPORATE GOVERNANCE AND BOARD MATTERS | 6 |
| Board of Directors | 6 |
| Code of Business Conduct and Business Ethics Policy | 9 |
| Reporting of Complaints/Concerns Regarding Accounting or Auditing Matters | 9 |
| INFORMATION ABOUT DIRECTORS AND EXECUTIVE OFFICERS | 9 |
| The Board of Directors | 9 |
| Board Leadership Structure | 9 |
| Compensation Committee Interlocks and Insider Participation | 10 |
| Risk Management and Oversight | 10 |
| Committees of the Board | 10 |
| Executive Officers of the Company | 12 |
| Policies and Procedures Regarding Related Party Transactions | 13 |
| EXECUTIVE COMPENSATION | 14 |
| Summary Compensation Table | 15 |
| Chief Executive Officer Agreements | 16 |
| Management Incentive Plan | 17 |
| Benefits and Other Perquisites | 18 |
| Executive Change in Control Plan | 19 |
| Pay Versus Performance | 19 |
| Equity Based Plan | 21 |
| Outstanding Equity Awards | 21 |
| Grant of Certain Equity Awards Close in Time to the Release of Material Nonpublic Information | 21 |
| Recovery of Erroneously Awarded Incentive Compensation | 22 |
| Director Compensation | 22 |
|---|---|
| PROPOSAL 1—ELECTION OF DIRECTORS | 24 |
| PROPOSAL 2—ADVISORY VOTE TO APPROVE EXECUTIVE COMPENSATION | 28 |
| PROPOSAL 3—RATIFICATION OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM | 27 |
| OTHER BUSINESS | 29 |
| DELINQUENT SECTION 16(A) REPORTS | 29 |
| SHAREHOLDER PROPOSALS | 29 |
PROXY STATEMENT FOR OP BANCORP
2026 ANNUAL MEETING OF SHAREHOLDERS
INFORMATION ABOUT THE ANNUAL MEETING AND VOTING
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.