United Security Bancshares Enters Material Definitive Agreement

Ticker: UBFO · Form: 8-K · Filed: Dec 17, 2025 · CIK: 1137547

United Security Bancshares 8-K Filing Summary
FieldDetail
CompanyUnited Security Bancshares (UBFO)
Form Type8-K
Filed DateDec 17, 2025
Risk Levelmedium
Pages9
Reading Time11 min
Key Dollar Amounts$10.40, $193.1 million, $1.24 b, $942.1 m, $1.08 billion
Sentimentneutral

Sentiment: neutral

Topics: material-agreement, sec-filing, regulation-fd

Related Tickers: UBFO

TL;DR

UBFO signed a big deal, filing an 8-K on 12/16/25. Details to follow.

AI Summary

United Security Bancshares (UBFO) announced on December 16, 2025, that it entered into a material definitive agreement. The company, incorporated in California with its principal executive offices in Fresno, filed a Form 8-K with the SEC detailing this agreement. The filing also included Regulation FD disclosures and financial statements.

Why It Matters

This filing indicates a significant business development for United Security Bancshares, potentially impacting its operations, financial standing, and future strategic direction.

Risk Assessment

Risk Level: medium — Entering into a material definitive agreement can introduce new risks or opportunities, the specifics of which are not yet detailed in this initial filing.

Key Numbers

  • 12/16/2025 — Date of Report (Date of the earliest event reported in the 8-K filing.)

Key Players & Entities

  • UNITED SECURITY BANCSHARES (company) — Registrant
  • California (location) — State of Incorporation
  • Fresno (location) — City of Principal Executive Offices
  • December 16, 2025 (date) — Date of earliest event reported
  • 000-32987 (other) — Commission File Number
  • 91-2112732 (other) — I.R.S. Employer Identification No.

FAQ

What is the nature of the material definitive agreement entered into by United Security Bancshares?

The filing states that United Security Bancshares entered into a 'Material Definitive Agreement' on December 16, 2025, but the specific details of this agreement are not provided in the excerpt.

When was this Form 8-K filed with the SEC?

The Form 8-K was filed on December 17, 2025, as indicated by the 'FILED AS OF DATE' and 'DATE AS OF CHANGE'.

Where are United Security Bancshares' principal executive offices located?

The principal executive offices of United Security Bancshares are located at 2126 Inyo Street, Fresno, California, 93721.

What is the SIC code for United Security Bancshares?

The Standard Industrial Classification (SIC) code for United Security Bancshares is 6021, which corresponds to NATIONAL COMMERCIAL BANKS.

What other items are reported in this 8-K filing besides the material definitive agreement?

In addition to the 'Entry into a Material Definitive Agreement', the filing also includes 'Regulation FD Disclosure' and 'Financial Statements and Exhibits'.

Filing Stats: 2,726 words · 11 min read · ~9 pages · Grade level 15.8 · Accepted 2025-12-17 08:46:13

Key Financial Figures

  • $10.40 — Ratio and CWBC's closing share price of $10.40 on December 15, 2025, the implied total
  • $193.1 million — plied total deal value is approximately $193.1 million. Upon consummation of the Merger, the s
  • $1.24 b — , 2025, the Company had total assets of $1.24 billion, total net loans of $942.1 millio
  • $942.1 m — ts of $1.24 billion, total net loans of $942.1 million, and total deposits of $1.08 bill
  • $1.08 billion — f $942.1 million, and total deposits of $1.08 billion. The Merger Agreement contains custom
  • $7.7 m — rther provides for a termination fee of $7.7 million, payable by the Company to CWBC u

Filing Documents

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement On December 16, 2025, United Security Bancshares, a California corporation (the "Company"), entered into an Agreement and Plan of Merger (the "Merger Agreement") with Community West Bancshares, a California corporation ("CWBC"), pursuant to which the Company will merge with and into CWBC, with CWBC as the surviving corporation (the "Merger"). Subject to the terms and conditions of the Merger Agreement, at the effective time of the Merger, the Company's shareholders will have the right to receive 0.4520 (the "Exchange Ratio") shares of common stock of CWBC for each share of common stock of the Company (the "Company Stock"). In addition, the Merger Agreement provides that Jagroop "Jay" Gill, a current member of the Company's board of directors, along with one additional individual recommended by the Company, will be added to CWBC's board of directors upon consummation of the Merger. Dennis Woods, the Company's Chairman, President, and Chief Executive Officer, will join Community West Bank, CWBC's wholly owned banking subsidiary, as Chairman Emeritus for a period of two years to assist in the successful transition of the Company's customer relationships to CWBC. Based upon the Exchange Ratio and CWBC's closing share price of $10.40 on December 15, 2025, the implied total deal value is approximately $193.1 million. Upon consummation of the Merger, the shareholders of the Company will own approximately 29% of the combined company. United Security Bank, the Company's wholly owned banking subsidiary, will be merged with and into Community West Bank immediately following the completion of the Merger (the "Bank Merger"). At the time of the Bank Merger, United Security Bank's branches will become branches of Community West Bank. As of September 30, 2025, the Company had total assets of $1.24 billion, total net loans of $942.1 million, and total deposits of $1.08 billion. The Merger Agreement contains customary represe

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure On December 16, 2025, CWBC and the Company issued a joint press release announcing the execution of the Merger Agreement. A copy of the press release is attached to this report as Exhibit 99.1, which is incorporated herein by reference. The Company has posted on its investor website at investors.unitedsecuritybank.com under the tab "News" an investor presentation relating to the Merger. A copy of the investor presentation is attached to this report as Exhibit 99.2, which is incorporated herein by reference. The information furnished pursuant to this Item and the related exhibits are being "furnished" and will not, except to the extent required by applicable law or regulation, be deemed "filed" by the Company for purposes of Section 18 of the Exchange Act, or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as may be expressly set forth by specific reference in such filing. Cautionary Note Regarding Forward-Looking Statements This Current Report on Form 8-K includes "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements often include words such as "believes," "expects," "anticipates," "estimates," "forecasts," "intends," "plans," "targets," "potentially," "probably," "projects," "outlook" or similar expressions or future or conditional verbs such as "may," "will," "should," "would," and "could," as well as the negative of such words. Forward-looking statements are not historical facts but instead represent management's current expectations and forecasts regarding future events, many of which are inherently uncertain and outside of our control. Actual results may differ, possibly materially, from those currently expected or projected in these forward-looking statements. In addition to factors disclosed in reports filed by CWBC and the Company with the SEC, risks and uncertainties for CWBC, the C

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits Exhibits 2.1* Agreement and Plan of Merger, by and between Community West Bancshares and United Security Bancshares, dated December 16, 2025 * 10.1 Voting and Support Agreement, by and among Community West Bancshares and the directors and officers of United Security Bancshares identified therein, dated December 16, 2025 10.2 Voting and Support Agreement, by and among United Security Bancshares and the directors and officers of Community West Bancshares identified therein, dated December 16, 2025 99.1 Joint Press Release, dated December 17, 2025 99.2 Investor Presentation, dated December 1 7 , 2025 104 Cover Page Interactive Data File * The Company has omitted schedules and similar attachments to the subject agreement pursuant to Item 601(b) of Regulation S-K. CWBC will furnish a copy of any omitted schedule or similar attachment to the SEC upon request.

SIGNATURES

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 hereunto duly authorized. United Security Bancshares Date: December 17, 2025 By: /s/ David A. Kinross David A. Kinross Senior Vice President and Chief Financial Officer

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