8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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): November 26, 2025

________________________________ 

MECHANICS BANCORP

________________________________ 

(Exact name of registrant as specified in its charter)

Washington	001-35424	91-0186600
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

1111 Civic Drive, Walnut Creek, CA 94596

(Address of principal executive offices) (Zip Code)

(925) 482-8000

(Registrant’s telephone number, including area code) 

(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 communications 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 communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications 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
Class A Common Stock, No Par Value	MCHB	The Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Act or Rule 12b-2 of the Exchange Act.

☐	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 8.01    Other Events

On November 26, 2025, the Board of Directors of Mechanics Bancorp (the “Board”) approved a cash dividend of $0.21 per share of Class A common stock and $2.10 per share of Class B common stock, each payable on December 15, 2025, to shareholders of record as of the close of business on December 8, 2025. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01    Financial Statements and Exhibits

(d)    Exhibits.

Exhibit 99.1	Mechanics Bancorp Press Release Dated November 26, 2025
Exhibit 104	Cover Page Interactive Data File (embedded within with Inline XBRL)

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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.

Date: November 26, 2025

MECHANICS BANCORP
By:	/s/ Nathan Duda
	Nathan Duda
	Executive Vice President and Chief Financial Officer

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EX-99.1

Exhibit 99.1

Mechanics Bancorp Declares Cash Dividend

Walnut Creek, CA, November 26, 2025 (BUSINESS WIRE) – Mechanics Bancorp (Nasdaq: MCHB) today announced that it has declared a cash dividend of $0.21 per share of Class A common stock and $2.10 per share of Class B common stock, each payable on December 15, 2025, to shareholders of record as of the close of business on December 8, 2025.

“Our integration of HomeStreet Bank is progressing smoothly and our regulatory capital ratios are stronger than initially anticipated,” said C.J. Johnson, President and CEO of Mechanics Bancorp. “As such, we are pleased to accelerate our capital return strategy with this fourth quarter dividend.”

About Mechanics Bancorp.

Mechanics Bancorp is headquartered in Walnut Creek, Calif., and is the holding company of Mechanics Bank, a full-service bank with more than $22 billion in assets and 166 branches across California, Oregon, Washington and Hawaii. Founded in 1905 to help families, businesses and communities prosper, Mechanics Bank offers a wide range of products and services in consumer and business banking, commercial lending, cash management services, private banking, and comprehensive wealth management and trust services.

To learn more, visit www.MechanicsBank.com.

Forward –Looking Statement Disclaimer

This press release may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than statements of historical fact, contained or incorporated by reference in this press release, including statements regarding our plans, objectives, expectations, strategies, beliefs, or future performance or events, are forward-looking statements. Generally, forward-looking statements include the words “anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “look,” “may,” “optimistic,” “plan,” “potential,” “projection,” “should,” “will,” and “would” and similar expressions (or the negative of these terms), although not all forward-looking statements contain these identifying words. These statements are subject to known and unknown risks, uncertainties, assumptions, estimates, and other important factors that change over time, many of which may be beyond our control. Our future performance and actual results may differ materially from those expressed or implied in such forward-looking statements. Forward-looking statements should not be relied upon as a prediction of actual results.

A discussion of the factors, risks and uncertainties that could affect our financial results, business goals and operational and financial objectives also is contained in the Risk Factors included on Exhibit 99.2 to the Company’s Current Report on Form 8-K, filed with the U.S. Securities and Exchange Commission (the “SEC”) on September 2, 2025. We strongly recommend readers review those disclosures in conjunction with the discussions herein. Because forward-looking statements are inherently subject to risks and uncertainties, some of which cannot be predicted or

quantified, you should not rely on these forward-looking statements as predictions of future events.

Forward-looking statements in this press release are based on management’s expectations at the time such statements are made and speak only as of the date made. The Company does not assume any obligation or undertake to update any forward-looking statements after the date of this press release as a result of new information, future events or developments, except as required by federal securities or other applicable laws, although the Company may do so from time to time. All future written and oral forward-looking statements attributable to the Company or any person acting on its behalf are expressly qualified in their entirety by the cautionary statements referred to above. New risks and uncertainties arise from time to time, and factors that the Company currently deems immaterial may become material, and it is impossible for the Company to predict these events or how they may affect the Company.

Contact:

Nathan Duda

Executive Vice President, Chief Financial Officer

ir@mechanicsbank.com

Source: Mechanics Bancorp

XML

Cover	Nov. 26, 2025
Cover [Abstract]
Document Type	8-K
Document Period End Date	Nov. 26, 2025
Entity Registrant Name	MECHANICS BANCORP
Entity Incorporation, State or Country Code	WA
Entity File Number	001-35424
Entity Tax Identification Number	91-0186600
Entity Address, Address Line One	1111 Civic Drive
Entity Address, City or Town	Walnut Creek
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	94596
City Area Code	925
Local Phone Number	482-8000
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Class A Common Stock, No Par Value
Trading Symbol	MCHB
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false
Entity Central Index Key	0001518715
Amendment Flag	false