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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549 
 
FORM 8-K
 
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported): May 21, 2026
 
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FIVE STAR BANCORP
(Exact Name of Registrant as Specified in Charter) 
 
  
 
 
 
 
California
 
001-40379
 
75-3100966
(State or Other Jurisdiction
of Incorporation)
 
(Commission
File Number)
 
(I.R.S. Employer
Identification No.)
 
 

3100 Zinfandel Drive, Suite 100, Rancho Cordova, California, 95670
(Address of Principal Executive Offices, and Zip Code)

(916) 626-5000
Registrant’s Telephone Number, Including Area Code

Not Applicable
(Former Name or Former Address, if Changed Since Last Report) 
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
 
 
☐
Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
 
☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
 
☐
Pre-commencement communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
☐
Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, no par value per share
FSBC
The Nasdaq Stock Market LLC
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). 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. ☐


Item 5.07    Submission of Matters to a Vote by Security Holders

On May 21, 2026, the Company held its Annual Meeting; 19,281,004 shares were represented by proxies or voted at the Annual Meeting, or 90.20% of the total shares outstanding. At the Annual Meeting, shareholders elected all of the 10 director nominees named in the Company’s 2026 Proxy Statement for a one-year term until the 2027 Annual Meeting of Shareholders and to serve until his or her successor is elected and qualified; and ratified the appointment of Baker Tilly US LLP as the Company’s Independent Registered Public Accounting Firm for the fiscal year ending December 31, 2026. Final voting results from the Annual Meeting are as follows:

Item 1 – Election of Directors
Nominee
For
Withheld
Broker Non-Votes
Robert T. Perry Smith
16,928,021 
123,539 
2,229,444 
Randall E. Reynoso
16,948,374 
103,186 
2,229,444 
Larry E. Allbaugh
16,710,654 
340,906 
2,229,444 
James E. Beckwith
17,027,202 
24,358 
2,229,444 
Shannon Deary-Bell
17,015,121 
36,439 
2,229,444 
Warren P. Kashiwagi
16,948,319 
103,241 
2,229,444 
Donna L. Lucas
17,018,927 
32,633 
2,229,444 
David F. Nickum
17,025,411 
26,149 
2,229,444 
Kevin F. Ramos
17,019,380 
32,180 
2,229,444 
Judson T. Riggs
16,801,133 
250,427 
2,229,444 

Item 2 – Ratification of Selection of Baker Tilly US LLP as the Company’s Independent Registered Public Accounting Firm for Fiscal Year 2026
For
Against
Abstain
Broker Non-Votes
19,264,155 
10,183 
6,666 
0

No other matters were submitted for shareholder action.





SIGNATURE
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 hereunto duly authorized.
 
FIVE STAR BANCORP
 
 
 
By:
/s/ Heather C. Luck
 
 
Name: Heather C. Luck
 
 
Title: Executive Vice President and Chief Financial Officer
 
 
 Date: May 28, 2026