DEF 14A of Hope Bancorp Inc, Apr 12, 2024

DEF 14A of Hope Bancorp Inc

Filed Apr 12, 2024 · FY20230001193125-24-094609

Open on EDGAR

  1. Director Nominees at the Annual Meeting

    Director Nominees at the Annual Meeting Our Board currently consists of 12 directors, all of whom are standing for re-election, except for Mary E. Thigpen who previously notified the Company of her decision not to stand for re-election. At the recommendation of the Nomination Committee, our Board found it to be in the best interests of the Board and its stockholders to nominate Rachel H. Lee to stand for election at the Annual Meeting. Ms. Lee has more than 17 years of professional experience in the private equity investment industry and nearly 10 years of board experience with consumer-focused growth companies, including publicly traded entities. Each of the 12 individuals identified below (consisting of 11 incumbent or current directors and Ms. Lee, collectively the “director nominees”), are standing for election at the 2024 Annual Meeting. All director nominees have agreed to serve as directors of the Company, each for a one-year term until the 2025 annual meeting of stockholders, and until their successors are duly elected and qualified.

  2. Director Nominees at the Annual Meeting

    | Director Nominees | | Position | Age(1) | Independence | Principal Occupation | | | Kevin S. Kim | Chairman, President & Chief Executive Officer | 66 | | Banker | Attorney | Accountant | | | Scott Yoon-Suk Whang | Lead Independent Director | 78 | ✓ | Retired Entrepreneur | | | Steven S. Koh | Honorary Chairman | 78 | | Entrepreneur | | | Donald D. Byun | Director | 72 | ✓ | Retired Entrepreneur | | | Jinho Doo | Director | 68 | ✓ | Retired Portfolio Manager | Financial Analyst | | | Daisy Y. Ha | Director | 49 | ✓ | Attorney | | | Joon Kyung Kim | Director | 65 | ✓ | Retired Auditor | | | William J. Lewis | Director | 80 | ✓ | Retired Banker | Credit Administration | | | David P. Malone | Director | 73 | | Retired Banker | Accountant | | | Lisa K. Pai | Director | 64 | ✓ | Retired Banker | Attorney | | | Dale S. Zuehls | Deputy Lead Independent Director | 73 | ✓ | Auditor | Consultant | Entrepreneur | | | Rachel H. Lee | Director Nominee for 2024 Annual Meeting | 39 | ✓ | Former Private Equity Partner |

  3. Director Nominees at the Annual Meeting

    | (1) As of the Record Date. |

  4. Director Nominees at the Annual Meeting

    | | 3 | 2024 PROXY STATEMENT |

  5. Director Nominees at the Annual Meeting

    Of the 12 director nominees at the Annual Meeting, 9 director nominees are independent as defined under the applicable Listing Rules of the Nasdaq Stock Market. While David M. Malone is currently a non-employee director, he previously served as our President and Chief Operating Officer until his retirement effective December 31, 2021, and, as a result, we have concluded that he is not independent. In addition, he served as our Interim Chief Financial Officer from January 6 to April 17, 2023, until the appointment of our current Chief Financial Officer, Julianna Balicka. Our Chairman, President and Chief Executive Officer, Kevin S. Kim, is not independent because he is a current member of our management. Finally, we have determined our Honorary Chairman, Steven S. Koh, is not independent because he is the father of our Chief Operating Officer, Peter J. Koh. We believe that the broad range of diverse skills, backgrounds and experience of our director nominees are integral to the effectiveness of the Board. For more information about our director nominees and their qualifications, please refer to page 8.

  6. 2023 Stockholder Engagement

    | What We Heard | What We Did | | Stockholders would prefer stronger alignment between the overall compensation structure for the CEO and other NEOs | • Eliminated the use of equity awards under the STIP — any awards earned under the STIP will be paid to all NEOs in 100% cash beginning with the payouts in respect of 2023 • Commencing in 2024, implemented a weighted scorecard under the STIP for all NEOs that places an emphasis on financial performance: • 80% based on achievement of pre-determined financial objectives • 20 % based on achievement of individual/strategic objectives | | Stockholders would like to see diverse use of performance metrics in the incentive plans | • Restructured the STIP and LTIP to remove overlapping performance metrics, and use a balanced mix of absolute and relative measures across the plans | | Stockholders favor three-year performance measurement periods for all LTIP goals | • Starting with the 2024 LTIP awards, eliminated 12-month EPS goal under the LTIP — actual PSU awards earned will be based on results after the end of a three-year performance period |

  7. Best Compensation Practices & Policies

    | • | No automatic “single trigger” vesting upon a change of control; |

  8. Best Compensation Practices & Policies

    | • | Independent compensation consultant retained and consulted, as needed; and |

  9. 2023 Compensation Decisions

    2023 Compensation Decisions Our executive compensation program has three primary elements: base salary, annual cash incentives (under our STIP), and long-term equity incentives (under our LTIP). Each of these compensation elements serves a specific purpose in our compensation strategy. Base salary is an essential component to any market-competitive compensation program. Annual incentives reward the achievement of short-term goals, while long-term incentives drive our NEOs to focus on long-term sustainable stockholder value creation. Based on our performance and consistent with the design of our program, the Compensation Committee made the following executive compensation decisions for fiscal year 2023.

  10. 2023 Compensation Decisions

    | Base Salary | Short-Term Incentive Program (“STIP”) | Long-Term Incentive Program (“LTIP”) | | Approved base salary increases during 2023 for Peter J. Koh, Kyu S. Kim and Thomas P, Stenger of 10%, 3.5%, and 3.5%, respectively. Our CEO, Kevin S. Kim, did not receive a base salary increase. See ‘‘2023 Executive Compensation Program in Detail – Base Salary” under Proposal 9. | The actual incentive awards earned by our NEOs under the short-term incentive program (“2023 STIP”) were paid in March 2024 in 100% cash. Consistent with financial performance and the strategic achievements of the Company, STIP awards to the NEOs were paid out below target. See “2023 Executive Compensation Program in Detail – Annual Incentive Awards” under Proposal 9. | Under the 2023 LTIP, the Compensation Committee awarded equity grants to our NEOs that are 50% time-vested and 50% performance-contingent over a three-year time frame. Consistent with the terms of the 2021 LTIP, the NEOs earned 82% of their target PSUs for the 2021-2023 performance cycle. See “2023 Executive Compensation Program in Detail – Long-Term Equity Incentive Awards” under Proposal 9. |

  11. PROPOSAL 1: ELECTION OF DIRECTORS

    PROPOSAL 1: ELECTION OF DIRECTORS Our Board currently consists of 12 directors. Other than the previously reported decision by Mary E. Thigpen not to stand for re-election, all remaining 11 incumbent directors are standing for re-election at the 2024 Annual Meeting. Ms. Thigpen’s decision not to stand for re-election was not the result of any disagreements with the Board or the Company on matters related to the Company’s operations, policies or practices. The Company would like to thank Ms. Thigpen who has served on the Board since August 2021, for her contributions and service.

  12. Nominees for Director at the Annual Meeting

    Nominees for Director at the Annual Meeting Our Board has nominated each of the 12 director nominees listed below, to serve as directors of the Company, each for a one-year term expiring at the 2025 annual meeting of stockholders, and until their successors are duly elected and qualified.

  13. Nominees for Director at the Annual Meeting

    | Director Nominee | Director Since | | Age(1) | Independent | Professional or Relevant Experience | Other Public Company Boards (#) | | | Kevin S. Kim Chairman, President & CEO Director since 2011 | 66 | | Banker | Attorney | Accountant | | | | Scott Yoon-Suk Whang Lead Independent Director Director since 2007 | 78 | ✓ | Retired Entrepreneur | | | | Steven S. Koh Honorary Chairman Director since 2016 | 78 | | Entrepreneur | | | | Donald D. Byun Director since 2016 | 72 | ✓ | Retired Entrepreneur | | | | Jinho Doo Director since 2014 | 68 | ✓ | Retired Portfolio Manager | Financial Analyst | | | | Daisy Y. Ha Director since 2016 | 49 | ✓ | Attorney | | | | Joon Kyung Kim Director since 2020 | 65 | ✓ | Retired Auditor | 1 | | | William J. Lewis Director since 2014 | 80 | ✓ | Retired Banker | Credit Administration | | | | David P. Malone Director since 2014 | 73 | | Retired Banker | Accountant | | | | Lisa K. Pai Director since 2021 | 64 | ✓ | Retired Attorney | | | | Dale S. Zuehls Deputy Lead Independent Director Director since 2014 | 73 | ✓ | Auditor | Consultant | Entrepreneur | | | | Rachel H. Lee Director Nominee at the 2024 Annual Meeting | 39 | ✓ | Former Private Equity Partner | 1 |

  14. Nominees for Director at the Annual Meeting

    | (1) As of the Record Date. |

  15. Nominees for Director at the Annual Meeting

    | 2024 PROXY STATEMENT | 8 | |

  16. Nominees for Director at the Annual Meeting

    Each of the 12 director nominees named in this Proxy Statement has agreed to serve if elected and the Board has no reason to believe that any director nominee will become unavailable to serve as a director. The proxy holders named on the proxy card will vote all proxies for the election of the 12 director nominees listed above, unless authority to vote for the election of any of the director nominees is withheld. If any of the director nominees should become unable to serve as a director, the proxies solicited hereby may be voted for a substitute nominee designated by the Board. The 12 director nominees receiving the highest number of affirmative votes of the shares entitled to be voted at the Annual Meeting shall be elected as directors. Abstentions and broker non-votes will have no effect on the election of director nominees. We believe that each director nominee has the skills, experience and qualifications we seek in our directors, and that the combination of the director nominees standing for election will allow for an effective, engaged and well-functioning Board that serves both the Company and its stockholders.

  17. Stockholder Recommended Candidates

    | • | whether such person has filed or intends to file with any bank regulatory bodies any notice, application or other filing concerning a change of control of the Company or any of its subsidiaries. |

  18. Director Nominee Qualifications and Experience

    Director Nominee Qualifications and Experience The following is a biography of each of our 12 director nominees, all of whom have been nominated by the Board to stand for election at the Annual Meeting. As stated previously, the 12 director nominees include 11 incumbent directors who are standing for re-election and 1 recently named director nominee, who is also standing for election at the Annual Meeting. The biographies below contain information about each of the director nominees, including their principal occupation, business experience and qualifications to serve on the Board. There are no arrangements or understandings by which any of the directors or nominees for director of the Company were selected. Other than Director Steven S. Koh, whose son, Peter J. Koh, currently serves as Chief Operating Officer of Bank of Hope, there are no family relationships between any of the directors, nominees or executive officers. None of our director nominees has been involved in any bankruptcy or criminal proceedings, nor have there been any judgments or injunctions brought against any of our director nominees during the last ten years that we consider material to the evaluation of the ability and integrity of any director. The charts below reflect the composition of the Board if all 12 director nominees are elected by our stockholders at the Annual Meeting. Our Board believes that the mix of expertise, diversity, and independence of these 12 individuals will support a well-balanced Board.

  19. Director Nominee Qualifications and Experience

    | Gender Diversity | Ethnic Diversity | Independence | | | | |

  20. Director Nominee Qualifications and Experience

    | | 13 | 2024 PROXY STATEMENT |

  21. Director Nominee Biographies

    Director Nominee Biographies

  22. Director Nominee Biographies

    | Kevin S. Kim | | | Chairman, President & CEO & Director Nominee Age: 66 Committee Membership: Executive Committee (Chair) | Kevin S. Kim is Chairman, President and Chief Executive Officer of Hope Bancorp, Inc. and Bank of Hope. Mr. Kim assumed the role of Chairman in 2019. Originally a director of Center Financial Corporation and Center Bank from 2008, Mr. Kim spearheaded the merger of equals with Nara Bancorp, Inc. and Nara Bank, creating BBCN Bancorp, Inc. and BBCN Bank, respectively (now Hope Bancorp, Inc. and Bank of Hope, respectively) on November 30, 2011. In March 2013, Mr. Kim was appointed President and Chief Executive Officer of BBCN Bancorp, and he took on the same titles for BBCN Bank in April 2014. Under his leadership, BBCN grew from $5.8 billion to more than $8.0 billion in total assets when it merged with Wilshire Bancorp, Inc. and Wilshire Bank on July 29, 2016, creating Hope Bancorp and Bank of Hope, respectively. Prior to joining BBCN as the President and Chief Executive Officer, Mr. Kim practiced law for 18 years, focusing on corporate and business transactions, business acquisitions, tax planning, and real estate transactions. Mr. Kim began his professional career as a certified public accountant, working for approximately 10 years at two of the largest public accounting firms. Mr. Kim received his B.A. with a major in English and a minor in International Trade from Hankuk University of Foreign Studies in Seoul, Korea, an M.B.A. from the Anderson School of Management, the University of California, Los Angeles, and a J.D. from Loyola Law School in Los Angeles, California. Mr. Kim is a graduate of the ABA Stonier Graduate School of Banking, University of Pennsylvania, and earned his Wharton Leadership Certificate from The Wharton School Aresty Institute of Executive Education. Director Qualification Highlights • Legal and public accounting background and expertise • Public company board and management experience • Community knowledge and relations • M&A, strategic planning and business development | | Scott Yoon-Suk Whang | | | Lead Independent Director & Director Nominee Age: 78 Committee Membership: Nomination Committee (Chair) Compensation Committee Executive Committee | Scott Yoon-Suk Whang was named Lead Independent Director of Hope Bancorp, Inc. and Bank of Hope, effective May 23, 2019, after having served as Chairman of the Board since July 6, 2017. He has been a director of the Company and Bank since 2007 and was integrally involved with the two mergers of equals creating Bank of Hope. He previously served in the capacities of Lead Independent Director from July 2016 to July 2017 and from March 2013 to June 2014, and also served as Vice Chairman of the Company from May 2012 through June 2014. Since joining the Board, Mr. Whang has been a strong advocate committed to enhancing board leadership and governance. Mr. Whang is the founder and Chairman of Orange Circle Studios, which provides premier lines of gift product and calendar publishing services. He is a goal-oriented entrepreneur who has started three successful companies over the past 20 years, including Codra Enterprises in 1985 and Avalanche Publishing, Inc. in 1990. Previously, Mr. Whang held various management positions with Daewoo Corporation, where he began his career in the early 1970s until he resigned from the position as President of the Western division of Daewoo International (USA) in 1985. In 2006, Mr. Whang was chosen as entrepreneur of the year by the Korean American Chamber of Commerce in recognition of his success in the mainstream publishing industry and as an exemplary minority entrepreneur. Mr. Whang graduated from the College of Business Administration at Seoul National University with a B.A. in International Economics. Director Qualification Highlights • Entrepreneurial and M&A experience • Strategic planning, management, business development and operations experience • Community knowledge and relations • Corporate governance and board succession planning expertise |

  23. Director Nominee Biographies

    | 2024 PROXY STATEMENT | 14 | |

  24. Director Nominee Biographies

    | Steven S. Koh | | | Honorary Chairman & Director Nominee Age: 78 Committee Membership: Board Risk Committee Executive Committee | Steven S. Koh was named Honorary Chairman of the Board on July 6, 2017, in recognition of his 30-plus years of service on the Board, including with the former Wilshire Bancorp and Wilshire Bank, during the last 24 years of which he served as Chairman. Upon the merger of equals between BBCN Bancorp, Inc. and Wilshire Bancorp, Inc. and their respective subsidiaries BBCN Bank and Wilshire Bank effective July 29, 2016, Mr. Koh was appointed Chairman of the Boards of Hope Bancorp, Inc. and Bank of Hope. Previously, he served as a director of Wilshire Bank since 1986 and as Chairman since 1993. Mr. Koh also served as Chairman of the board of directors of Wilshire Bancorp, Inc. since its formation in December 2003 through the merger with BBCN. Mr. Koh is the Chairman of Pacific Steel Corporation, an international steel trading and nationwide distributing company that he founded in 1973. In addition to being well recognized for his contributions to the Bank since 1986, Mr. Koh is highly regarded for his active involvement in community affairs, including the Overseas Korean Traders Association (OKTA) and numerous philanthropic activities for the Korean-American and surrounding ethnic communities. He is the first and only Korean American to serve on the board of directors of Cedars-Sinai, a position he was appointed to in 2016. Mr. Koh received his B.A. and honorary Ph.D. from Yonsei University in Seoul, Korea. He also completed the Executive Management Program at the UCLA Anderson School of Management, the graduate business school at the University of California, Los Angeles. Director Qualification Highlights • Executive leadership and management experience in several industries, including financial services businesses • Vast board experience for private and public companies • Community knowledge and relations | | Donald D. Byun | | | Director Nominee Age: 72 Committee Membership: Nomination Committee Executive Committee | Donald D. Byun has served as a director of Hope Bancorp, Inc. and Bank of Hope since the merger of equals between BBCN Bancorp, Inc. and Wilshire Bancorp, Inc. and their respective subsidiaries BBCN Bank and Wilshire Bank effective July 29, 2016. Prior to that, he served on the board of directors of the former Wilshire Bancorp and Wilshire Bank from 2004 to 2007 and was re-appointed to the board in July 2009. Mr. Byun established Jay Dee, Inc., an apparel manufacturer, in 1993 and served as its President and Chief Executive Officer until his retirement in 2013. He is also the Founder of OTO Sportswear, where he served as its President and Chief Executive Officer from 1988 to 2010. From 2000 to 2004, Mr. Byun served as a director of Los Angeles-based Pacific Union Bank until its acquisition by Hanmi Bank in April 2004. Mr. Byun earned his B.A. in Economics from the College of Economics and Business Administration at Yonsei University in Seoul, Korea. Director Qualification Highlights • Experience establishing successful business ventures in the apparel manufacturing industry • Understanding of core commercial customer banking needs • Community knowledge and relations • Credit review and management experience |

  25. Director Nominee Biographies

    | | 15 | 2024 PROXY STATEMENT |

  26. Director Nominee Biographies

    | Jinho Doo | | | Director Nominee Age: 68 Committee Membership: Audit Committee Nomination Committee Board Risk Committee | Jinho Doo has served as a director of Hope Bancorp, Inc. and Bank of Hope, formerly known as BBCN Bancorp, Inc. and BBCN Bank, since October 29, 2014. From 2012 to 2020, Mr. Doo was Chief Executive Officer of New York City-based Key Capital Management, LLC, where he managed a hedge fund. From 2007 to 2012, Mr. Doo was Chief Executive Officer of JSD Investment Advisory Services, LLC, based in Los Angeles, during which time he provided investment advisory services to Korean American community banks and foreign exchange consulting services to financial institutions. Previously, Mr. Doo was a Managing Director at DaeYu Investment Management Co, LTD, in Seoul, Korea and served as Director, Head of Korean Desk, Bonds Division at BZW Asia Hong Kong, an affiliate of Barclays Capital, in Hong Kong. Mr. Doo began his professional career in 1982 as a foreign exchange trader at Standard Chartered Bank, Seoul Branch, and in 1988 joined Los Angeles-based Hanmi Bank, from which he retired in 1996 as Vice President and Manager of the Investment and Accounting department. Mr. Doo earned his B.A. in Portuguese with a minor in Economics from Hankuk University of Foreign Studies in Seoul, Korea and his M.S. in Finance from Texas A&M University in College Station, Texas. Director Qualification Highlights • Knowledge and understanding of financial statement analysis • Strategic planning, business development, and capital markets knowledge and experience • Asset liability and credit review/management experience • Financial expertise • Corporate governance and enterprise risk management expertise | | Daisy Y. Ha | | | Director Nominee Age: 49 Committee Membership: Audit Committee Compensation Committee | Daisy Y. Ha has served as a director of Hope Bancorp, Inc. and Bank of Hope since the merger of equals between BBCN Bancorp, Inc. and Wilshire Bancorp, Inc. and their respective subsidiaries BBCN Bank and Wilshire Bank effective July 29, 2016. Previously, she served on the board of directors of the former Wilshire Bancorp and Wilshire Bank from January 2014. Ms. Ha began her legal career as a term law clerk to a United States district court judge in 2000. The following year, she joined the employment law department of Paul Hastings, where she litigated and provided advice on matters of employment law. In 2004, Ms. Ha returned to the United States District Court as a career law clerk, assisting in a variety of areas, including general civil law and criminal law. In 2011, she was an appellate court attorney for the California Court of Appeal. Ms. Ha received her B.A., cum laude, from Williams College in Williamstown, Massachusetts and her J.D. from University of California, Berkeley, School of Law. Director Qualification Highlights • Experience in financial services industry, M&A and human capital management • Diverse legal/compliance experience and background • Knowledge of employment law • Community knowledge and relations |

  27. Director Nominee Biographies

    | 2024 PROXY STATEMENT | 16 | |

  28. Director Nominee Biographies

    | Joon Kyung Kim | | | Director Nominee Age: 65 Committee Membership: Audit Committee (Chair) Nomination Committee Board Risk Committee | Joon Kyung Kim has served as a director of Hope Bancorp, Inc. and Bank of Hope since October 1, 2019. He is a Certified Public Accountant and retired from KPMG LLP on September 30, 2019, in accordance with the firm’s mandatory retirement policy, after having served as National Partner in Charge of KPMG’s Korean practice since 2005. Having joined the firm in 1983, Mr. Kim was promoted to a Partner in 1999 and has led financial statement audits, operational reviews, credit risk management reviews, performance improvement, regulatory and internal control advisements across a broad spectrum of industries, including banking, electronics, automotive, trading and distribution. He has also performed strategic consulting projects for international corporations with an emphasis on preparing for disruptive technologies and a rapidly changing global environment. Previously, Mr. Kim served as a field examiner for the California Department of Business Oversight, formerly known as California State Department of Corporations, from 1981 to 1983. Mr. Kim serves on the board of directors of DZS, Inc. (NASDAQ: DZSI) serving as a member of the Audit Committee, Compensation Committee, and Nominating and Corporate Governance Committee. Mr. Kim earned his B.S. degree in Business Administration from the Haas School of Business at the University of California, Berkeley. Director Qualification Highlights • Experience in public accounting and audit services; financial expertise • Knowledge of accounting requirements for public-company financial institutions • Community knowledge and relations • Strategic planning, business development and operations experience |

  29. Director Nominee Biographies

    | William J. Lewis | | | Director Nominee Age: 80 Committee Membership: Board Risk Committee (Chair) Compensation Committee | William J. Lewis has served as a director of Hope Bancorp, Inc. and Bank of Hope, formerly known as BBCN Bancorp, Inc. and BBCN Bank, since September 15, 2014. He previously served as Executive Vice President and Chief Credit Officer of Pasadena-based East West Bank from 2002 to 2013, during which period the bank grew from $3 billion to $24 billion, approximately. Prior to joining East West Bank, he served as Executive Vice President and Chief Credit Officer at PriVest Bank, based in Costa Mesa, California, from 1998 until it was acquired by American Security Bank in 2002. From 1994 to 1998, he served in the same capacity at Eldorado Bank based in Tustin, California. Previously, Mr. Lewis was Senior Vice President and Chief Credit Officer for Los Angeles-based Sanwa Bank. He began his banking career in 1969 at First Interstate Bank in Los Angeles where he held various branch and credit management positions during his 13-year tenure with the bank. Mr. Lewis earned his B.B.A. in Industrial Administration from the University of New Mexico and his M.B.A. from Golden Gate University. He also completed the Executive Leadership Program at USC Marshall School of Business. Director Qualification Highlights • Leadership experience at publicly held, growth-oriented financial institutions • Banking, financial reporting, accounting, and auditing expertise • Credit management background • Human capital management and management succession planning experience |

  30. Director Nominee Biographies

    | | 17 | 2024 PROXY STATEMENT |

  31. Director Nominee Biographies

    | David P. Malone | | | Director Nominee Age: 73 Committee Membership: Board Risk Committee | David P. Malone has served as a director of Hope Bancorp, Inc. and Bank of Hope since May 20, 2014. Between May 2017 until his retirement on December 31, 2021, Mr. Malone served in various employment and advisory roles which included Chief Operating Officer, President and Advisor until March 31, 2022, then as Interim Chief Financial Officer and an advisor to the Company from January 6, 2023 to April 30, 2023. Prior to that, Mr. Malone held various executive management roles at Community Bank in Pasadena, including as its Chairman, President and Chief Executive Officer. During his 15 years at Community Bank, Mr. Malone was responsible for transforming the company into a relationship-oriented community bank, developing a high performing sales culture, introducing new business lines, and expanding the bank’s geographical footprint. Under Mr. Malone’s leadership, Community Bank grew into one of the leading financial institutions in Southern California, with more than $3 billion in assets and 17 offices across five counties. He began his professional career as a certified public accountant with Arthur Andersen, where he later served as a Senior Manager, providing strategic and operational consulting services to financial institutions in the Western United States. Mr. Malone currently serves as Chairman of the advisory board of the David Nazarian College of Business and Economics, California State University, Northridge (CSUN) and is a member of CSUN’s foundation board. Mr. Malone earned his B.S. degree in Accounting from CSUN. Director Qualification Highlights • Leadership experience at growth-oriented financial institutions • Banking and operational experience • Financial reporting, accounting, and auditing expertise • Strategic planning, business development, M&A expertise | | Lisa K. Pai | | | Director Nominee Age: 64 Committee Membership: Board Risk Committee Executive Committee | Lisa K. Pai has served as a director of Hope Bancorp, Inc. and Bank of Hope since December 8, 2021. She brings 26 years of experience serving in general counsel and corporate secretary capacities at various Korean American banks in the Los Angeles area, including Bank of Hope and its root banks. Most recently, she served as Executive Vice President, General Counsel and Corporate Secretary of the Company and the Bank from the time of the merger of equals until her planned retirement effective in 2020. Prior to that, Ms. Pai served as Executive Vice President, Chief Legal & Human Resources Officer and Corporate Secretary of Wilshire Bancorp, Inc. and Wilshire Bank from 2012 to 2016. She also served in similar capacities within the banking industry such as BBCN Bancorp, Inc. and BBCN Bank and its predecessors Center Financial Corporation and Center Bank and Nara Bancorp, Inc. and Nara Bank. Before joining the banking industry, Ms. Pai practiced law at Thelen, Marrin, Johnson and Bridges from 1990 to 1994. Following her retirement from the Bank, Ms. Pai served on the board of directors of First Choice Bank from April 2021 through July 2021. She has been an active member of the community throughout her professional career, having served in board and advisory roles for the Hope Scholarship Foundation, a charitable subsidiary of Bank of Hope, the Center for the Pacific Asian Family, a non-profit organization, Los Angeles County Bar Association, Korean American Bar Association of Southern California, and UCLA Asian Pacific Alumni Association. Ms. Pai earned her B.A. in Economics from the University of Chicago and her J.D. from University of California, Los Angeles, School of Law. Director Qualification Highlights • Public company management, bank compliance and regulation experience • Risk management and corporate governance • Community relations and knowledge • Strategic planning, M&A, business development and operations expertise |

  32. Director Nominee Biographies

    | 2024 PROXY STATEMENT | 18 | |

  33. Director Nominee Biographies

    | Dale S. Zuehls | | | Deputy Lead Independent Director & Director Nominee Age: 73 Committee Membership: Compensation Committee (Chair) Audit Committee Nomination Committee | Dale S. Zuehls was appointed to the Boards of Hope Bancorp, Inc. and Bank of Hope effective March 20, 2014 and was recently appointed as the Deputy Lead Independent Director effective February 1, 2024. Mr. Zuehls has more than 45 years of experience in areas of complex auditing, accounting, fraud and forensic accounting, complex tax issues, performance measurement and related consulting matters. Since 2002, his firm, Zuehls, Legaspi & Company, has provided specialized advisory services in the areas of auditing and tax, and fraud, forensic and litigation support. In addition to being a certified public accountant, Mr. Zuehls has a Ph.D. in accounting, holds a law degree and is a Certified Fraud Examiner. Previously, Mr. Zuehls held various leadership positions at KPMG and Arthur Andersen & Co., two of the largest international public accounting firms in the world. A recognized expert in complex accounting matters, Mr. Zuehls has taught in Ph.D. and Masters’ programs at several Southern California universities and has held numerous seminars on various accounting and tax issues. He serves on the Audit Committee of the largest research foundation at California State University, Los Angeles. Mr. Zuehls earned his B.S. in Accounting at California State University, Los Angeles, and a J.D. from Southwestern University School of Law in Los Angeles. Director Qualification Highlights • Audit, accounting, fraud, forensic and legal experience • Financial expertise • Risk management and corporate governance • Strategic planning, M&A, business development and operations expertise • Human capital management and management succession planning experience | | Rachel H. Lee | | | Director Nominee at the 2024 Annual Meeting Age: 39 | Rachel H. Lee has 17 years of finance and investment experience and nearly 10 years of board-related experience at growth-oriented companies, including publicly traded entities. Upon election by stockholders at the 2024 Annual Meeting, Ms. Lee will be appointed to serve on the Boards of the Company and the Bank. Ms. Lee departed Ares Management Corporation (NYSE: ARES) in December 2022, where she served as Partner and Head of the Consumer Private Equity practice, responsible for all aspects of deal activity from origination to monetization, including due diligence, debt capital raises, tack-on acquisitions, legal negotiations, and initial public offerings. Having joined the firm in 2008, Ms. Lee also led numerous initiatives at the firm supporting diversity, equity, and inclusion. She was appointed in February 2024 to the Board of Directors of Applied Digital Corporation (NASDAQ: APLD) and has also served on the Boards of various other companies, including Cooper’s Hawk Winery & Restaurants from 2019 to 2022, Floor and Décor Holdings, Inc. (NYSE: FND) from 2015 to 2021, and Insight Global from 2014 to 2016, among others. Ms. Lee holds a B.S. in Business Administration and a B.S. in Accounting from the University of Southern California. Director Qualification Highlights • Financial expertise • Debt and equity capital markets and M&A experience • Strategic and CEO succession planning • Consumer-focused growth businesses |

  34. Director Nominee Biographies

    | | 19 | 2024 PROXY STATEMENT |

  35. Director Nominee Independence

    Director Nominee Independence The Listing Rules of the Nasdaq Stock Market require that a majority of the members of a listed company’s Board qualify as “independent”, as affirmatively determined by the Board. Our Board consults with our legal counsel to ensure that the Board’s determinations of independence are consistent with all relevant securities and other laws and regulations regarding the definition of “independent”, including those set forth in pertinent Listing Rules of the Nasdaq Stock Market, as in effect from time to time. Consistent with these considerations, after review of all relevant transactions or relationships between each director, or any of his or her family members, and the Company, the Company’s senior management and the Company’s independent registered accounting firm, the Board affirmatively has determined that all of our directors are independent within the meaning of the applicable Listing Rules of the Nasdaq Stock Market, other than Steven S. Koh (Honorary Chairman); Kevin S. Kim (Chairman, President and Chief Executive Officer); and David P. Malone (Former President and Chief Operating Officer who also served as Interim Chief Financial Officer). While our Nomination Committee carefully considers diversity of professional disciplines and backgrounds when evaluating director candidates, our Board does not have a formal written diversity policy. When reviewing the qualifications of candidates to the Board, our Nominating Committee considers the following factors, among others:

  36. Director Nominee Independence

    | • | personal and professional ethics and integrity, including prominence and reputation, and ability to enhance the reputation of the Company; |

  37. Director Nominee Independence

    | • | the current composition of the Board, including size, diversity among the existing Board members, specific business experience and competence, including an assessment of whether the candidate has experience in, and possesses an understanding of, business issues applicable to the success of the banking industry; |

  38. Director Nominee Independence

    | • | financial acumen, including whether the candidate, through education or experience, has an understanding of financial matters and the preparation and analysis of financial statements; |

  39. Director Nominee Independence

    | • | professional accomplishments, ethical character, and reputation in the community; |

  40. Director Nominee Independence

    | • | educational background; and |

  41. Director Nominee Independence

    | • | whether the candidate has expressed a willingness to devote sufficient time to carrying out his or her duties and responsibilities effectively and is committed to service on the Board. |

  42. Director Nominee Independence

    As currently comprised, the members of our Board are drawn from various market sectors and industry groups with a presence in the Company’s niche markets, and collectively have a wealth of banking experience. Board members are individuals with knowledge and experience who serve and represent the communities we serve. The current director nominees provide expertise in accounting, auditing, financial reporting, banking, corporate management, investment management, investment banking, strategic planning, business acquisitions, legal, credit review and administration, marketing, international operations, M&A, retail and small to middle-market business operations. The Nomination Committee believes that the backgrounds and qualifications of the director nominees, considered as a group, provide a significant composite mix of experience, knowledge and abilities, as discussed above, which will allow the Board to fulfill its responsibilities. For specific information about the diversity of our director nominees, see “Director Nominee Qualifications and Experience” under this Proposal 1.

  43. Director Nominee Independence

    | 2024 PROXY STATEMENT | 22 | |

  44. Director Compensation

    Director Compensation The Company provides a mix of cash and equity compensation to its directors commensurate with their positions on the Board and its committees, which is intended to attract and retain qualified candidates to serve on our Board. The directors also receive reimbursement for expenses, including reasonable travel expenses to attend Board and committee meetings, reasonable outside seminar expenses, and other Board service-related expenses. The Company’s compensation and benefits programs are designed to pay directors fairly for work required for an organization of the size and scope of the Company, align the directors’ interest with the long-term interests of stockholders, and provide compensation that is transparent and straightforward for stockholders to understand. In setting the compensation for directors, the Company considered the amount of time that directors expend in fulfilling their duties to the Company as well as the skill level and experience required by our Board. The Company also considers Board compensation practices at similarly situated banks, while keeping in mind the compensation philosophy of the Company and the stockholders’ interests.

  45. Director Compensation Program

    Director Compensation Program Our current director compensation program went into effect as of June 9, 2020, and is designed to align our director compensation program with the long-term interests of our stockholders by implementing a program comprised of a mix of cash and equity compensation, which replaced a director compensation program that was previously paid 100% in cash. Below is the current schedule of director fees. All directors receive the annual retainer. The Lead Independent Director and Honorary Chairman receive additional compensation to the annual retainer for their service in these roles. Finally, the Committee Chairs receive additional compensation to the annual retainer for their Committee Chair service.

  46. Director Compensation Program

    | Schedule of Director Fees | | | | | Description | Cash(1) | Equity(2) | Other Compensation(3) | | Director Annual Retainer | $54,000 | $54,000 | $15,000 | | Lead Independent Director and Honorary Chairman Annual Retainer | $28,800 | $28,800 | — | | Committee Chair Annual Retainer | $7,200 | $7,200 | — |

  47. Director Compensation Program

    | (1) In general, cash compensation is paid in monthly installments. |

  48. Director Compensation Program

    | (2) The equity awards are granted on or after the annual meeting when the director is elected to serve his or her term vesting within one year of the date of grant or, if earlier, at the anniversary of next year’s annual meeting. |

  49. Director Compensation Program

    | (3) Other compensation is the annual cost of health insurance coverage, or cash in lieu thereof. |

  50. Director Compensation Program

    | 2024 PROXY STATEMENT | 28 | |

  51. 2023 Director Compensation Summary

    2023 Director Compensation Summary The following table presents information concerning the compensation of our non-employee directors during the fiscal year ended December 31, 2023, except for director David P. Malone, who served as Interim Chief Financial Officer from January 6 to April 17, 2023 and as an advisor through April 30, 2023. Mr. Malone continues to serve on the Board and receives non-employee director fees. However, Mr. Malone did not receive any non-employee director fees while he was serving as Interim Chief Financial Officer and an advisor. All 2023 compensation information for Mr. Malone is reflected in the “Summary Compensation Table” under Proposal 9.

  52. 2023 Director Compensation Summary

    | Non-Employee Directors as of December 31, 2023(1) | Fees Earned or Paid in Cash(2) | Stock Awards(3) | Option Awards | Change in Pension Value and Nonqualified Deferred Compensation Earnings | All Other Compensation(4) | Total | | Scott Yoon-Suk Whang | $90,000 | $90,000 | — | — | $15,000 | $195,000 | | Steven S. Koh | $82,800 | $82,800 | — | — | $15,000 | $180,600 | | Donald D. Byun | $61,200 | $61,200 | — | — | $15,000 | $137,400 | | Jinho Doo | $54,000 | $54,000 | — | — | $15,000 | $123,000 | | Daisy Y. Ha | $54,000 | $54,000 | — | — | $15,000 | $123,000 | | Joon K. Kim | $61,200 | $61,200 | — | — | $15,000 | $137,400 | | William J. Lewis | $61,200 | $61,200 | — | — | $15,000 | $137,400 | | Lisa K. Pai | $54,000 | $54,000 | — | — | $15,000 | $123,000 | | Mary E. Thigpen | $54,000 | $54,000 | — | — | $15,000 | $123,000 | | Dale S. Zuehls | $61,200 | $61,200 | — | — | $15,000 | $137,400 |

  53. 2023 Director Compensation Summary

    | (1) These tables include all non-employee directors as of December 31, 2023, with the exception of David P. Malone, who served as interim Chief Financial Officer from January 6 to April 17, 2023 and as an advisor through April 30, 2023. Mr. Malone continues to serve on the Board and receives non-employee director fees. However, Mr. Malone did not receive any non-employee director fees while he was serving as Interim Chief Financial Officer and an advisor. All 2023 compensation information for Mr. Malone can be found in the “Summary Compensation Table” under Proposal 9. |

  54. 2023 Director Compensation Summary

    | (2) Amounts shown include fees for the (i) annual director retainer for membership on the Board; and (ii) annual retainer for serving as the chair of a committee. For Messrs. Whang and Koh, the amounts also include annual retainer fees paid to the Lead Independent Director and Honorary Chairman, respectively. |

  55. 2023 Director Compensation Summary

    | | 29 | 2024 PROXY STATEMENT |

  56. 2023 Director Compensation Summary

    | (3) The grant date fair value is based on the number of shares granted and the closing price of the Company’s stock on the grant date (which was May 23, 2023 for all RSUs listed). The closing price of the Company’s stock on May 23, 2023 was $8.60. The grant date fair values are computed in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic No. 718, Compensation-Stock Compensation. See the Company’s 2023 Annual Report on Form 10-K, Note 12 Stock-Based Compensation of the Company’s Consolidated Financial Statements for the year ended December 31, 2023, for more information on the Company’s accounting for share-based compensation plans. The following table presents: (a) the aggregate number of restricted stock units (“RSUs”) granted to each current non-employee director during 2023, the grant date fair values of which are reflected in the table above; (b) the aggregate number of outstanding unvested RSUs held by the current non-employee directors at December 31, 2023; and (c) the aggregate number of outstanding options (both vested and unvested) held by the current non-employee directors at December 31, 2023. The unvested RSUs listed below generally vest on the one-year anniversary of the grant date. |

  57. 2023 Director Compensation Summary

    | Awards Reflected in the Table Above | | Aggregate Awards Outstanding as of December 31, 2023 | | | Non-Employee Directors as of December 31, 2023 | RSUs Granted During the Year Ended December 31, 2023 | Aggregate Number of Unvested RSUs Outstanding | Aggregate Number of Vested and Unvested Options Outstanding | | Scott Yoon-Suk Whang(a) | 10,465 | 10,465 | 20,000 | | Steven S. Koh(b) | 9,628 | 9,628 | 36,167 | | Donald D. Byun(a) | 7,116 | 7,116 | 20,000 | | Jinho Doo(a) | 6,279 | 6,279 | 20,000 | | Daisy Y. Ha(c) | 6,279 | 6,279 | 52,540 | | Joon Kyung Kim | 7,116 | 7,116 | — | | William J. Lewis(a) | 7,116 | 7,116 | 20,000 | | Lisa K. Pai | 6,279 | 6,279 | — | | Mary E. Thigpen | 6,279 | 6,279 | — | | Dale S. Zuehls(a) | 7,116 | 7,116 | 20,000 |

  58. 2023 Director Compensation Summary

    | (a) For Messrs. Whang, Byun, Doo, Lewis and Zuehls, the stock options are awards with an exercise price of $17.18 per share that were initially granted on September 1, 2016 in connection with the completion of the merger of equals between BBCN Bancorp and Wilshire Bancorp on July 29, 2016, and thereafter became fully vested on September 1, 2018 and will expire on September 1, 2026. |

  59. 2023 Director Compensation Summary

    | (b) For Mr. Koh, the stock options consist of (i) 6,167 stock options (exchanged from Wilshire Bancorp stock options to the Company’s stock options upon the completion of the July 29, 2016 merger) with an exercise price of $14.65 per share that were initially granted and fully vested on August 1, 2016 and will expire on August 25, 2025; and (ii) 30,000 stock options with an exercise price of $17.18 per share that were initially granted on September 1, 2016, which became fully vested on September 1, 2018 and will expire on September 1, 2026. |

  60. 2023 Director Compensation Summary

    | (c) For Ms. Ha, the stock options consist of (i) 28,136 stock options (exchanged from Wilshire Bancorp stock options to the Company’s stock options upon the completion of the July 29, 2016 merger) with an exercise price of $15.23, which are fully vested expired on January 2, 2024; (ii) 4,404 stock options (exchanged from Wilshire stock options to the Company’s stock options upon the completion of the merger) with an exercise price of $14.65, are fully vested and will expire on August 25, 2025; and (iii) 20,000 stock options with an exercise price of $17.18 per share that were initially granted on September 1, 2016, which became fully vested on September 1, 2018 and will expire on September 1, 2026. |

  61. 2023 Director Compensation Summary

    | (4) Amounts include payments made to all directors for, or in lieu of, receiving health insurance coverage paid by the Company: $15,000, annually. |

  62. 2023 Director Compensation Summary

    | 2024 PROXY STATEMENT | 30 | |

  63. Effect of the Proposed Share Amendment

    Effect of the Proposed Share Amendment The increase in our authorized Common Stock will not have any immediate effect on the rights of existing stockholders. However, our Board will have the authority to issue Common Stock without requiring future stockholder approval of such issuances, except as may be required by our Certificate of Incorporation, the Listing Rules of the Nasdaq Stock Market or other applicable rules and regulations. To the extent that the additional authorized shares are issued in the future, they could decrease our existing stockholders’ percentage equity ownership and, depending upon the price at which they are issued as compared to the price paid by existing stockholders for their shares, could be dilutive to our existing stockholders. The increase in the authorized number of shares of our Common Stock and the subsequent issuance of such shares could have the effect of delaying or preventing a change in control of the Company without further action by the stockholders. Shares of authorized and unissued Common Stock could (within the limits imposed by applicable law) be issued in one or more transactions that would make a change in control of the Company more difficult, and therefore less likely. Any such issuance of

  64. PROPOSAL 7: APPROVAL OF THE 2024 EQUITY INCENTIVE PLAN

    PROPOSAL 7: APPROVAL OF THE 2024 EQUITY INCENTIVE PLAN We are seeking stockholder approval of the Hope Bancorp, Inc. 2024 Equity Incentive Plan (“2024 Plan”), which is a new equity compensation plan that, if approved by our stockholders, will replace our stockholder-approved Hope Bancorp, Inc. 2019 Incentive Compensation Plan (“2019 Plan”).

  65. Stock Options and SARs

    Stock Options and SARs The plan administrator is authorized to grant stock options, including ISOs and stock options not eligible for preferential tax treatment under Section 422 of the Internal Revenue Code (“Code”, and such options, “nonstatutory stock options”), and SARs, which entitle the participant to receive the amount by which the fair market value of a share on the date of exercise exceeds the grant price of the SAR. Other than in connection with awards granted or shares issued by the Company in assumption of, or in substitution or exchange for, awards previously granted by an entity that is acquired by the Company or a related entity, or that otherwise becomes a related entity of or combines with the Company or a related entity, the exercise price subject to an option and the grant price of a SAR are determined by the plan administrator, provided that the exercise price of an option and the grant price of a SAR will be no less than 100% of the fair market value of a share on the date such option or SAR, as applicable, is granted. If an employee owns or is deemed to own more than 10% of the combined voting power of all classes of stock of the Company (or any parent corporation or subsidiary corporation of the Company), the exercise price of any ISO granted to such employee (to the extent required by the Code at the time of grant) will be no less than 110% of the fair market value of a share on the date of grant. For purposes of the 2024 Plan, the term “fair market value” means the fair market value of shares, awards or other property as determined by the plan administrator, or under procedures established by the plan administrator. Unless otherwise determined

  66. Stock Options and SARs

    | 2024 PROXY STATEMENT | 44 | |

  67. Stock Options and SARs

    by the plan administrator, the fair market value of a share as of any given date will be the closing sale price per share reported on a consolidated basis for shares listed on the principal stock exchange or market on which shares are traded on such date (or as of such later measurement date as determined by the plan administrator on the date the award is authorized by the plan administrator), or, if there is no sale on that date, then on the last previous day on which a sale was reported. The term of each option or SAR, the times at which each option or SAR will be exercisable, and provisions for cancellation of unexercised options or SARs at or following termination of service generally will be fixed by the plan administrator at the time of grant, provided that no option or SAR may have a term exceeding ten years, and no ISO granted to a 10% owner (as described above) may have a term exceeding five years. Methods of exercise and settlement and other terms of options and SARs will be determined by the plan administrator. The plan administrator may permit the exercise price of options to be paid in cash, shares (including without limitation the withholding of shares otherwise deliverable pursuant to the award), other awards or other property, including participant notes or other contractual obligations of participants to make payment on a deferred basis provided that such deferred payments are not in violation of Section 13(k) of the Exchange Act, or any rule or regulation adopted thereunder or any other applicable law. The plan administrator may grant SARs in tandem with options (“Tandem SARs”). A Tandem SAR may only be exercised when the related option would be exercisable and the fair market value of the shares subject to the related option exceeds the option’s exercise price. Additionally, if a Tandem SAR exists with respect to less than the full number of shares covered by a related option, then an exercise or termination of such option shall not reduce the number of shares to which the Tandem SAR applies until the number of shares then exercisable under such option equals the number of shares to which the Tandem SAR applies. Any option related to a Tandem SAR will no longer be exercisable to the extent the Tandem SAR has been exercised and any Tandem SAR will no longer be exercisable to the extent the related option has been exercised.

  68. Restricted Stock and RSUs

    Restricted Stock and RSUs The plan administrator is authorized to grant restricted stock and restricted stock units (“RSUs”). Restricted stock is a grant of shares, which are subject to such restrictions on transferability, risks of forfeiture and other restrictions, if any, as the plan administrator may impose, or as otherwise provided in the 2024 Plan during the restriction period. A participant granted restricted stock generally has all of the rights of a stockholder of the Company, including voting and, except as otherwise provided in the applicable award agreement, dividend rights; provided that such dividends shall be in the form of cash and will be paid to such participant at the time that such shares of restricted stock vest. Notwithstanding anything to the contrary in the 2024 Plan, instead of cash dividends remaining in the form of cash (with or without interest at such rate, if any, as the plan administrator shall determine), and provided that such cash shall become vested (or forfeited, as applicable) at the same time (if ever) as the shares of restricted stock with respect to such dividends were paid vest, the plan administrator may require conversion of cash dividends into additional shares of restricted stock. Shares distributed in connection with a stock split or stock dividend, and other property distributed as a dividend, shall be subject to restrictions and a risk of forfeiture to the same extent as the restricted stock with respect to such shares or other property have been distributed. An award of RSUs confers upon a participant the right to receive shares or cash equal to the fair market value of the specified number of shares covered by the RSUs at the end of a specified deferral period, subject to such risks of forfeiture and other restrictions as the plan administrator may impose, if any, which restrictions may lapse at the expiration of the deferral period or at other specified times (including based on achievement of performance goals and/or future service requirements), separately or in combination, in installments or otherwise, as the plan administrator may determine. Prior to settlement, an award of RSUs carries no voting or dividend rights or other rights associated with share ownership, although dividend equivalents may be granted with respect to RSU awards. Subject to the plan administrator’s sole discretion, an award of RSUs may be satisfied by delivery of shares, cash equal to the fair market value of the specified number of shares covered by the RSUs, or a combination thereof, as determined by the plan administrator at the date of grant or thereafter.

  69. Bonus Stock and Awards in Lieu of Cash Obligations

    Bonus Stock and Awards in Lieu of Cash Obligations The plan administrator is authorized to grant shares as a bonus (free of restrictions), or to grant shares or other awards authorized under the 2024 Plan in lieu of the Company’s obligations to pay cash or deliver other property under the 2024 Plan or other plans or compensatory arrangements, provided that, in the case of eligible persons subject to Section 16 of the Exchange Act, the amount of such grants remains within the discretion of the plan administrator to the extent necessary to ensure that acquisitions of shares or other awards are exempt from liability under Section 16(b) of the Exchange Act. The plan administrator determines the terms and conditions of any such awards.

  70. Vesting; Acceleration of Vesting

    Vesting; Acceleration of Vesting Except for the plan administrator’s ability to accelerate the vesting of awards in connection with a participant’s death or disability or upon the occurrence of a change in control, no more than 5% of shares available under the 2024 Plan will be allowed to vest sooner than twelve months from the date of grant, or with respect to grants made to non-employee directors on the date of the Company’s annual stockholders’ meeting, if shorter, prior to the next annual stockholders’ meeting.

  71. Change in Control

    Change in Control Unless otherwise determined by the plan administrator or evidenced in an award agreement, in the event that (a) a change in control occurs, and (b) the participant is employed by, or otherwise providing services to, the Company or any of its affiliates immediately prior to the consummation of such change in control then upon the consummation of such change in control, the plan administrator, in its sole and absolute discretion, may: (i) subject in all events to the requirements of Section 409A of the Code, provide for the cancellation of any outstanding award granted hereunder in exchange for payment in cash or other property having an aggregate fair market value equal to the fair market value of the shares, cash or other property covered by such award, reduced by the aggregate exercise price or purchase price thereof, if any; provided, however, that if the exercise price or purchase price of any outstanding award is equal to or greater than the fair market value of the shares, cash or other property covered by such award, the plan administrator may cancel such award without the payment of any consideration to the participant; (ii) provide that any unvested or unexercisable portion of any award carrying a right to exercise to become fully vested and exercisable; and (iii) cause the restrictions, deferral limitations, payment conditions and forfeiture conditions applicable to an award granted under the 2024 Plan to lapse and such awards shall be deemed fully vested and any performance conditions imposed with respect to such awards shall be deemed to be fully achieved at target or actual performance levels (either in full or pro-rata based on the portion of the performance period completed as of the change in control). If the plan administrator determines in its discretion to accelerate vesting of stock options and/or SARs in connection with a change in control or if such stock options and/or SARs are otherwise fully vested before the date of the change in control, the plan administrator shall also have discretion in connection with such action to provide that all stock options and/or SARs outstanding immediately prior to such change in control shall expire on the effective date of such change in control for no consideration. In such event, the plan administrator shall give written notice of the expiration of such award upon the closing of such change in control at a reasonable period of time prior to the closing date for such change in control (which notice may be given either before or after the approval of such change in control), in order that participants may have a reasonable period of time prior to the closing date of such change in control within which to exercise any awards that are then exercisable (including any awards that may become exercisable upon the closing date of such change in control). A participant may condition his exercise of any awards upon the consummation of the change in control.

  72. Vote Required and Board Recommendation

    | | The Board recommends stockholders vote “FOR” the approval of the 2024 Equity Incentive Plan under Proposal 7. |

  73. 2023 Stockholder Engagement and Response to Say-on-Pay

    | What We Heard | What We Did | | Stockholders would prefer stronger alignment between the overall compensation structure for the CEO and other NEOs | • Eliminated the use of equity awards under the Short-Term Incentive Plan (“STIP”) — any awards earned under the STIP will be paid to all NEOs in 100% cash beginning with the payouts in respect of 2023 • Commencing in 2024, implemented a weighted scorecard under the STIP for all NEOs that places an emphasis on financial performance: • 80% based on achievement of pre-determined financial objectives • 20 % based on achievement of individual/strategic objectives | | Stockholders would like to see diverse use of performance metrics in the incentive plans | • Restructured the STIP and Long-Term Incentive Plan (“LTIP”) to remove overlapping performance metrics, and use a balanced mix of absolute and relative measures across the plans | | Stockholders favor three-year performance measurement periods for all LTIP goals | • Starting with the 2024 LTIP awards, eliminated 12-month EPS goal under the LTIP — actual Performance Share Unit (“PSU”) awards earned will be based on results measured after the end of a three-year performance period |

  74. Best Compensation Practices & Policies

    | • | No automatic “single trigger” vesting upon a change of control; |

  75. Best Compensation Practices & Policies

    | • | Independent compensation consultant retained and consulted, as needed; and |

  76. 2023 Compensation Decisions

    2023 Compensation Decisions Our executive compensation program has three primary elements: base salary, annual cash incentives (under our STIP), and long-term equity incentives (under our LTIP). Each of these compensation elements serves a specific purpose in our compensation strategy. Base salary is an essential component to any market-competitive compensation program. Annual incentives reward the achievement of short-term goals, while long-term incentives drive our NEOs to focus on long-term sustainable stockholder value creation. Based on our performance and consistent with the design of our program, the Compensation Committee made the following executive compensation decisions for fiscal year 2023:

  77. 2023 Compensation Decisions

    | Base Salary | Short-Term Incentive Program (“STIP”) | Long-Term Incentive Program (“LTIP”) | | Approved base salary increases during 2023 for Peter J. Koh, Kyu S. Kim and Thomas P, Stenger of 10%, 3.5%, and 3.5%, respectively. Our CEO, Kevin S. Kim, did not receive a base salary increase. See ‘‘2023 Executive Compensation Program in Detail – Base Salary” below in this Proposal 9. | The actual incentive awards earned by our NEOs under the short-term incentive program (“2023 STIP”) were paid in March 2024 in 100% cash. Consistent with financial performance and the strategic achievements of the Company, STIP awards to the NEOs were paid out below target. See “2023 Executive Compensation Program in Detail – Annual Incentive Awards” below in this Proposal 9. | Under the 2023 LTIP, the Compensation Committee awarded equity grants to our NEOs that are 50% time-vested and 50% performance-contingent over a three-year time frame. Consistent with the terms of the 2021 LTIP, the NEOs earned 82% of their target PSUs for the 2021-2023 performance cycle. See “2023 Executive Compensation Program in Detail – Long-Term Equity Incentive Awards” below in this Proposal 9. |

  78. Compensation Philosophy and Objectives

    | • | annual cash incentives that are tied to our financial results, achievement of our yearly strategic goals and achievement of individual performance objectives; and |

  79. Compensation Philosophy and Objectives

    | • | long-term equity incentive awards that encourage NEOs to focus their efforts on building stockholder value by meeting longer-term financial goals. |

  80. The Role of the Independent Compensation Consultant

    The Role of the Independent Compensation Consultant The Compensation Committee at times retains the services of independent consultants to assist with its consideration of the Company’s compensation policies, programs and practices. Pursuant to authority granted to it under its charter, the Compensation Committee continued its engagement with Pearl Meyer as its independent consultant for the fiscal year 2023. Pearl Meyer provides expertise on competitive pay practices and program design and serves as an objective third-party advisor in assessing the reasonableness of compensation levels and performance metrics, as needed. Pearl Meyer reports directly to the Compensation Committee. The Compensation Committee has conducted an independence assessment of Pearl Meyer in accordance with SEC rules and has determined that Pearl Meyer does not have any conflict of interest relating to the work it is performing for the Compensation Committee.

  81. The Role of Peer Groups

    The Role of Peer Groups To inform NEO compensation decisions for fiscal 2023, the Compensation Committee used a broad peer group of financial institutions with similar size and business model characteristics to the Company; the list of institutions is set forth in Appendix C. The Compensation Committee, with input from its compensation consultant, if needed, may periodically review the composition of peer companies against which the Company evaluates itself for compensation purposes and for supplementing the information used to make compensation decisions such as determining compensation targets and base salaries. For purposes of setting compensation levels and further informing decision-making for fiscal 2024, the Compensation Committee established an updated compensation peer group in the fall of 2023. This compensation peer group was approved by the Compensation Committee based on an in-depth review by its independent compensation consultant, Pearl Meyer, which included an assessment of potential comparators including publicly traded commercial banks headquartered in the U.S., with similar size characteristics (assets and revenues within 0.5x to 2.0x of the Company’s assets and revenues) and business structure (e.g. loan mix and source of revenue). The following companies comprise the 2024 compensation peer group:

  82. The Role of Peer Groups

    | 2024 Compensation Peer Group | | | • Ameris Bancorp • Atlantic Union Bankshares Corporation • Banner Corporation • Cathay General Bancorp • CVB Financial Corp. • First Financial Bancorp. • First Interstate BancSystem, Inc. • Fulton Financial, Corporation • Glacier Bancorp, Inc | • Heartland Financial USA, Inc. • Independent Bank Group, Inc. • Independent Bank Corp. • Pacific Premier Bancorp, Inc. • Renasant Corporation • Simmons First National Corporation • United Community Banks, Inc. • WesBanco, Inc. • WSFS Financial Corporation |

  83. The Role of Peer Groups

    | | 61 | 2024 PROXY STATEMENT |

  84. The Role of Peer Groups

    In addition to peer group comparative data, our Compensation Committee may consider other factors that it deems prudent when determining executive compensation. While comparisons can be useful in identifying general compensation trends and overall pay levels, the Compensation Committee recognizes that there may be meaningful differences between our Company and our peers. The Compensation Committee uses the comparison data as a general indicator of market trends in executive compensation but does not use it exclusively to set compensation levels. For example, the Compensation Committee also reviews other information, such as individual and Company performance, the position, responsibilities within the Company, and other factors to determine total executive compensation. With regards to measuring the relative performance metrics for the LTIP award granted in 2023, in March 2023 the Compensation Committee approved a performance peer group comprised of the companies in the KBW Nasdaq Regional Banking Index.

  85. Base Salary

    | • | a 10% increase in the base salary of our Chief Operating Officer, Peter J. Koh, to improve his competitive pay positioning relative to the market based on his expanded role, and |

  86. Annual Incentive Awards

    Annual Incentive Awards Executive officers are given the opportunity to earn a target annual incentive as a percent of their base salary. Our annual performance-based incentive compensation program is designed to align the interests of our NEOs with those of our stockholders and provides for cash and equity compensation opportunities. Awards are driven by criteria primarily tied to the Bank’s performance. The following sections discuss the Compensation Committee’s criteria used to determine 2023 annual incentive awards for our Chief Executive Officer and other NEOs.

  87. Annual Incentive Awards

    | 2024 PROXY STATEMENT | 62 | |

  88. Chief Executive Officer Annual Incentive Award

    Chief Executive Officer Annual Incentive Award Mr. Kim’s target opportunity for 2023 was as follows, with performance criteria weighted 80% on the Company’s financial performance and 20% on the Company’s strategic performance.

  89. Chief Executive Officer Annual Incentive Award

    | | Annual Incentive Opportunity as a % of Salary | | | Annual Incentive Opportunity | | | | Executive | Threshold | Target | Maximum | Threshold | Target | Maximum | | Kevin S. Kim | 50% | 100% | 150% | $525,000 | $1,050,000 | $1,575,000 |

  90. Chief Executive Officer Annual Incentive Award

    | | 63 | 2024 PROXY STATEMENT |

  91. Chief Executive Officer Annual Incentive Award

    In early 2024, the Compensation Committee reviewed the Bank’s actual financial and regulatory performance relative to approved goals to determine the annual incentive award payout for the Chief Executive Officer. As summarized in the table below, the Company was below threshold for two metrics relating to financial performance, and above threshold for all other financial performance metrics. With regards to strategic performance, the Compensation Committee tracked seven strategic initiatives relating to among other items, deposit strategy and the strategic reorganization undertaken in 2023 (and further described in the Chairman’s letter), with the fulfillment of such initiatives ranging between 0% and 100% achievement. The Compensation Committee determined that the aggregate achievement of these initiatives for 2023 was 98%, which is below target. Based on these results, the Compensation Committee approved a STIP (or annual incentive) payout to Mr. Kim, in accordance with the scorecard illustrated below, equal to approximately 62% of his target opportunity, or $655,980.

  92. Chief Executive Officer Annual Incentive Award

    | Performance Measures | Weight | 2023 Performance Target Goals | | | Actual Results(1) | Performance Achieved | Actual Percent of Performance | Actual Weight | | | | | Minimum | Target | Maximum | | | | | Cash Incentive Earned | | Financial Performance | 80% | | | | | | | | | | Earnings Per Share | 15% | $1.00 | $1.25 | $1.50 | $1.21 | Below Target | 91% | 11% | $114,660 | | Return on Average Tangible Common Equity | 15% | 7.38% | 9.23% | 11.08% | 9.13% | Below Target | 97% | 12% | $122,220 | | Net Interest Margin | 15% | 2.34% | 2.93% | 3.52% | 2.81% | Below Target | 89% | 11% | $112,140 | | Efficiency Ratio | 15% | 63.32% | 60.30% | 57.29% | 61.06% | Below Target | 84% | 10% | $105,840 | | Total Loan Growth | 20% | 2.40% | 3.00% | 3.60% | -10% | Below Threshold | — | — | — | | Total Deposit Growth ex. Brokered | 20% | 9.12% | 11.4% | 13.68% | -9% | Below Threshold | — | — | — | | Strategic Performance | 20% | | | | | | | | | | Strategic and Risk Management | 100% | | | | 98% | Below Target | 98% | 20% | $201,120 | | TOTAL | 100% | | | | | | | 62% | $655,980 |

  93. Chief Executive Officer Annual Incentive Award

    | (1) As previously noted, the financial metrics of EPS, ROTCE and the efficiency ratio have each been calculated excluding notable items. EPS excluding notable items, ROTCE excluding notable items and the efficiency ratio excluding notable items are each non-GAAP financial measures. Quantitative reconciliations of the most directly comparable GAAP to non-GAAP financial measures are set forth in Appendix D. |

  94. Other NEOs’ Annual Incentive Awards

    Other NEOs’ Annual Incentive Awards The 2023 annual incentive awards for the other NEOs were paid under a discretionary performance incentive program; however, beginning in 2024 the annual incentive award opportunity shall be paid 80% based on achievement of pre-determined financial metrics. The annual incentive award program was developed to recognize and reward senior officers, who help enhance stockholder value, profitability and customer satisfaction and help meet the strategic goals of the Company. This program is administered by the Chief Executive Officer and approved by the Compensation Committee. Effective starting with payments in respect to 2023, in response to stockholder feedback and to better align with market practices, STIP awards are paid using 100% cash. The Compensation Committee establishes Bank performance goals for the year, the achievement of which results in the creation of an overall Company bonus pool. A holistic assessment of individual performance is determined by our Chief Executive Officer for our other NEOs following the completion of our fiscal year. Based on his evaluation, our Chief Executive Officer recommends to the Compensation Committee (and our Compensation Committee approves, in its discretion, based on such recommendation) the annual bonuses for our NEOs from the established bonus pool. In addition, our Compensation Committee retained discretion to reduce the overall Company bonus pool based on the Company’s overall performance and stockholder returns for the year, with the Compensation Committee electing not to exercise this discretion with respect to the 2023 bonus pool. In early 2023, the Chief Executive Officer recommended, and the Compensation Committee approved, the Bank performance goals for 2023, upon which the overall Company bonus pool was determined. The performance measures for the 2023 target performance goals were unchanged from the 2022 measures, with the same weights. However, the 2023 performance target goals were generally lower than the 2022 performance target goals, primarily reflecting adjustments to increase focus on prudently managing through the heightened volatility due to the banking industry disruption that began in mid-March 2023.

  95. Other NEOs’ Annual Incentive Awards

    | 2024 PROXY STATEMENT | 64 | |

  96. Other NEOs’ Annual Incentive Awards

    The following is a summary of the Bank performance goals approved for 2023, the respective assigned weights in determining the overall payout opportunity, and actual performance results. In addition, with regards to certain of the financial metrics listed below (EPS, ROTCE and the efficiency ratio), the actual results calculated exclude $8.7 million of restructuring costs, after tax, related to our strategic reorganization in 2023, and $3.0 million, after tax, accrued for the FDIC special assessment, which was approved by the FDIC Board of Directors in November 2023. Quantitative reconciliations of the most directly comparable GAAP to non-GAAP financial measures are set forth in Appendix D.

  97. Other NEOs’ Annual Incentive Awards

    | | | 2023 Performance Target Goals | | | Actual Results(1) | Performance Achieved | Actual Percent of Performance | Actual Weight | | Performance Measures | Weight | Minimum | Target | Maximum | | | | | | Financial Performance | 100% | | | | | | | | | Earnings Per Share | 15% | $1.00 | $1.25 | $1.50 | $1.21 | Below Target | 91% | 14% | | Return on Average Tangible Common Equity | 15% | 7.38% | 9.23% | 11.08% | 9.13% | Below Target | 97% | 15% | | Net Interest Margin | 15% | 2.34% | 2.93% | 3.52% | 2.81% | Below Target | 89% | 13% | | Efficiency Ratio | 15% | 63.32% | 60.30% | 57.29% | 61.06% | Below Target | 84% | 13% | | Total Loan Growth | 20% | 2.40% | 3.00% | 3.60% | -10% | Below Threshold | — | — | | Total Deposit Growth ex. Brokered | 20% | 9.12% | 11.4% | 13.68% | -9% | Below Threshold | — | — | | TOTAL | 100% | | | | | | | 54% |

  98. Other NEOs’ Annual Incentive Awards

    | (1) As previously noted, the financial metrics of EPS, ROTCE and the efficiency ratio have each been calculated excluding notable items. EPS excluding notable items, ROTCE excluding notable items and the efficiency ratio excluding notable items are each non-GAAP financial measures. Quantitative reconciliations of the most directly comparable GAAP to non-GAAP financial measures are set forth in Appendix D. |

  99. Other NEOs’ Annual Incentive Awards

    In early 2024, the Chief Executive Officer recommended, and the Compensation Committee approved discretionary 2023 STIP awards to our other NEOs as described below. In making this determination, the following are the guidelines that are considered to weight corporate performance criteria and individual objectives for the other NEOs:

  100. Other NEOs’ Annual Incentive Awards

    | | Guidelines | | | | | Corporate Objectives Weight | Business Unit Performance | Individual Objectives Weight | | Other NEOs | 35% | 35% | 30% |

  101. Other NEOs’ Annual Incentive Awards

    Based on the Bank’s overall 2023 performance, the table below shows the payouts:

  102. Other NEOs’ Annual Incentive Awards

    | NEO | 2023 STIP Target Opportunity as a % of Base Salary | Actual 2023 STIP Award | Actual 2023 STIP Paid as a % of Base Salary | Target Measurement | | Julianna Balicka(1) | 40% | $95,000 | 29% | Below Target | | Kyu S. Kim | 45% | $130,000 | 30% | Below Target | | Peter J. Koh | 45% | $160,000 | 36% | Below Target | | Thomas P. Stenger | 45% | $105,000 | 22% | Below Target | | Former Officers | | | | | | David P. Malone(2) | N/A | — | — | N/A | | Alex Ko(3) | N/A | — | — | N/A |

  103. Other NEOs’ Annual Incentive Awards

    | (1) Julianna Balicka was appointed as Chief Financial Officer of the Company and Bank, effective April 17, 2023. For purposes of calculating Ms. Balicka’s actual earned award, her STIP award was prorated considering her date of hire, which equals 29% as set forth in the table above. Without proration, the actual 2023 STIP paid as a percent of base salary would be 21%. Ms. Balicka also received a one-time, cash sign-on bonus of $50,000, which is not reflected in the table above. This one-time, sign-on bonus is subject to recoupment by the Company if Ms. Balicka’s employment terminates for any reason within 12 months of her date of hire. |

  104. Other NEOs’ Annual Incentive Awards

    | (2) David P. Malone served as Interim Chief Financial Officer from January 6 to April 17, 2023, and as an advisor through April 30, 2023; he was not eligible to participate in the STIP. |

  105. Other NEOs’ Annual Incentive Awards

    | (3) Alex Ko resigned as Chief Financial Officer of the Bank effective January 6, 2023, and consulted with the Company through March 15, 2023. Accordingly, Mr. Ko was not eligible to participate in the STIP. |

  106. Other NEOs’ Annual Incentive Awards

    | | 65 | 2024 PROXY STATEMENT |

  107. Long-Term Equity Incentive Awards

    Long-Term Equity Incentive Awards The Compensation Committee believes that equity-based compensation ensures that the Company’s officers have a personal stake in the long-term success of the Company without encouraging such officers to take inappropriate or unnecessary risks. Our LTIP has the following objectives:

  108. Long-Term Equity Incentive Awards

    | • | Attract and retain the services of individuals who are likely to make significant contributions to the Company’s success; |

  109. Long-Term Equity Incentive Awards

    | • | Encourage ownership of the Company’s Common Stock by employees; |

  110. Long-Term Equity Incentive Awards

    | • | Align executives with stockholder interests; and |

  111. Long-Term Equity Incentive Awards

    | • | Ensure sound risk management by providing a balanced view of performance and aligning rewards with the longer-term time horizon of risk outcomes. |

  112. Long-Term Equity Incentive Awards

    The LTIP provides for long-term incentive opportunities through a combination of time-based and performance-contingent equity grants. A select group of senior management and key executives who impact organization-wide results will be considered for participation by the Compensation Committee on an annual basis, with consideration of input from our Chief Executive Officer. The Compensation Committee determined that 50% of the 2023 Long-Term Incentive Program (“2023 LTIP”) award will be subject to time-based vesting and 50% of the 2023 LTIP will be subject to performance-based vesting for all recipients, including our NEOs. Unless determined otherwise by the Compensation Committee, LTIP awards are expected to be granted annually, with overlapping three-year performance cycles. All LTIP awards granted in 2023 were granted under our stockholder-approved 2019 Incentive Compensation Plan (“2019 Plan”). The grant date of the LTIP awards is the date of the Compensation Committee’s approval of the awards, which typically occurs at a first quarter meeting of the Compensation Committee. The grant date for the awards made in 2023 are detailed in the 2023 Grants of Plan-Based Awards table later in this Proxy Statement. The Company does not adjust the timing of its annual grants based on SEC filings or press releases. Rather, the meetings of the Compensation Committee at which such awards will be granted are established and communicated well in advance. With the exception of termination due to change in control, and in some cases death or disability, participants will generally forfeit all rights to any unvested portion of LTIP awards upon termination of employment. The LTIP is subject to the Company’s clawback policy, as it may be modified from time to time. The time-vesting component of LTIP awards are granted as RSUs that vest one-third each on the first three anniversaries of the grant date. The performance-vesting component of LTIP awards are granted as performance share units (“PSUs”), contingent on the achievement of pre-established three-year performance goals. At the beginning of the performance period, goals are established which are designed to measure the degree of sustained business success over the set time frame. The Compensation Committee establishes and administers the LTIP performance goals, with consideration of input from management. At the end of the three-year performance period, the Company’s performance against the goals will be assessed to determine the earned award level. For the 2023 LTIP grant, our Compensation Committee approved PSUs based on absolute EPS for a 12-month performance period, and relative ROTCE and relative TSR contingent on the achievement of pre-established three-year performance goals as shown in the table below. The performance metrics and weightings were unchanged as compared to 2022. The 2023 EPS performance goal target was set lower than the EPS performance goal target for 2022 primarily reflecting adjustments to increase focus on prudently managing through the heightened volatility due to the banking industry disruption that began in mid-March 2023.

  113. Long-Term Equity Incentive Awards

    | 2024 PROXY STATEMENT | 66 | |

  114. Long-Term Equity Incentive Awards

    | Performance Measure | Weighting | Measurement Perspective | Performance Goals | | | | | | | Threshold | Target | Stretch | | Earnings Per Share(1) | 40% | Absolute | $1.12 | $1.25 | $1.38 | | Return on Average Tangible Common Equity(2) | 40% | Relative | 25th Percentile | 50th Percentile | 75th Percentile | | Total Stockholder Return(3) | 20% | Relative | 25th Percentile | 50th Percentile | 75th Percentile | | Payout as % of Target | | | 50% | 100% | 150% |

  115. Long-Term Equity Incentive Awards

    | (1) EPS is measured on an absolute basis against the Company’s budget/forecast over the period January 1, 2023, through December 31, 2023. |

  116. Long-Term Equity Incentive Awards

    | (2) ROTCE is measured on a relative basis against the KBW Nasdaq Regional Banking Index over the period January 1, 2023, through December 31, 2025. |

  117. Long-Term Equity Incentive Awards

    | (3) TSR is measured on a relative basis against the KBW Nasdaq Regional Banking Index over the period January 1, 2023, through December 31, 2025 (calculated assuming that dividends during the period are reinvested in company shares on the date paid). |

  118. Long-Term Equity Incentive Awards

    Performance below “Threshold” for a given performance measure will result in the forfeiture of that portion of the LTIP award. Performance at or above “Stretch” for a given performance measure will result in a payout equal to 150% of the respective target portion of the LTIP award. Performance between “Threshold—Target—Stretch” will be determined using a straight-line interpolation and rounded up to the nearest whole number of shares. Each LTIP participant has a target award denominated as a percentage of his/her base salary in effect on the date of grant as determined by the Compensation Committee on an annual basis and recommendations from our Chief Executive Officer for our other NEOs. The following table summarizes target award opportunities, expressed as grant date fair market value as a percentage of base salary, for each NEO under the LTIP:

  119. Long-Term Equity Incentive Awards

    | Position | Total Target Award as % of Salary | LTIP: Time-Based Vesting RSUs | LTIP: Target Performance- Contingent PSUs | | Chairman, President & Chief Executive Officer | 150% | 75% | 75% | | Other NEOs | 30% -40% | 15% -20% | 15% -20% |

  120. Long-Term Equity Incentive Awards

    The Compensation Committee approved the following number of units underlying LTIP equity awards granted to the NEOs in 2023.

  121. Long-Term Equity Incentive Awards

    | NEO | Grant Date | LTIP: Time-Based Vesting RSUs | LTIP: PSUs EPS (at target) | LTIP: PSUs ROTCE (at target) | LTIP: PSUs TSR (at target) | | Kevin S. Kim | 3/22/2023 | 68,122 | 27,249 | 27,249 | 13,625 | | Julianna Balicka(1) | 4/27/2023 | 25,000 | — | — | — | | Kyu S. Kim | 3/22/2023 | 8,001 | 3,200 | 3,200 | 1,602 | | Peter J. Koh | 3/22/2023 | 9,515 | 3,806 | 3,806 | 1,904 | | Thomas P. Stenger | 3/22/2023 | 7,352 | 2,941 | 2,941 | 1,471 | | Former Officers | | | | | | | David P. Malone(2) | 5/23/2023 | 7,116 | — | — | — | | Alex Ko(3) | N/A | — | — | — | — |

  122. Long-Term Equity Incentive Awards

    | (1) Julianna Balicka received a one-time, new hire equity award of 100% RSUs when she was appointed as Chief Financial Officer of the Company and Bank. This award was granted on April 27, 2023, for 25,000 shares, which vests in five equal annual installments starting on the first anniversary of the date of grant. Ms. Balicka is eligible to participate in the Bank’s annual LTIP, as described above, effective in the first quarter of 2024. |

  123. Long-Term Equity Incentive Awards

    | (2) David P. Malone acted as Interim Chief Financial Officer from January 6 to April 17, 2023, and as an advisor through April 30, 2023; he was not eligible to receive LTIP awards. Mr. Malone continues to serve as a director of the Company and the Bank. This award is the equity portion of a Board retainer Mr. Malone received on May 23, 2023, as a non-employee director. Mr. Malone did not receive any additional non-employee director fees while he was serving as Interim Chief Financial Officer and an advisor. |

  124. Long-Term Equity Incentive Awards

    | (3) As previously noted, Alex Ko resigned as Chief Financial Officer effective January 6, 2023. He did not receive LTIP awards in 2023. |

  125. Long-Term Equity Incentive Awards

    | | 67 | 2024 PROXY STATEMENT |

  126. Long-Term Equity Incentive Awards

    For the PSUs that were granted in 2023, below is the grant date of each award and the value assuming the most probable outcome is achieved and the grant date fair value assuming achievement of the target and maximum levels of performance:

  127. Long-Term Equity Incentive Awards

    | Name | Grant Date | Description of PSU Granted | Grant Date Fair Value | | | | | | | Assuming Most Probable Outcome is Achieved(1) | Assuming Target Outcome is Achieved(2) | Assuming Maximum Value is Achieved(3) | | Kevin S. Kim | 3/22/2023 | LTIP (Performance-Based Absolute EPS) | $280,392 | $280,392 | $420,588 | | | 3/22/2023 | LTIP (Performance-Based Relative ROTCE) | $140,196 | $280,392 | $420,588 | | | 3/22/2032 | LTIP (Performance-Based Relative TSR) | $111,861 | $111,861 | $111,861 | | Julianna Balicka(4) | N/A | N/A | — | — | — | | Kyu S. Kim | 3/22/2023 | LTIP (Performance-Based Absolute EPS) | $32,928 | $32,938 | $49,392 | | | 3/22/2023 | LTIP (Performance-Based Relative ROTCE) | $16,464 | $32,938 | $49,392 | | | 3/22/2023 | LTIP (Performance-Based Relative TSR) | $13,152 | $13,152 | $13,152 | | Peter J. Koh | 3/22/2023 | LTIP (Performance-Based Absolute EPS) | $39,164 | $39,164 | $58,746 | | | 3/22/2023 | LTIP (Performance-Based Relative ROTCE) | $19,582 | $39,164 | $58,746 | | | 3/22/2023 | LTIP (Performance-Based Relative TSR) | $15,632 | $15,632 | $15,632 | | Thomas P. Stenger | 3/22/2023 | LTIP (Performance-Based Absolute EPS) | $30,263 | $30,263 | $45,394 | | | 3/22/2023 | LTIP (Performance-Based Relative ROTCE) | $15,131 | $30,263 | $45,394 | | | 3/22/2023 | LTIP (Performance-Based Relative TSR) | $12,077 | $12,077 | $12,077 | | Former Officers | | | | | | | David P. Malone(5) | N/A | N/A | — | — | — | | Alex Ko(6) | N/A | N/A | — | — | — |

  128. Long-Term Equity Incentive Awards

    | (1) Amounts reported represent most probable outcome achieved in accordance with FASB ASC Topic 718. For each LTIP performance-based relative TSR award, the value assuming the most probable outcome achieved is calculated using the Monte Carlo simulation model. See Note 12 of the Company’s consolidated financial statements in our 2023 Annual Report on Form 10-K, incorporated by reference herein, for information regarding assumptions underlying valuation of equity awards. |

  129. Long-Term Equity Incentive Awards

    | (2) Assumes achievement of the target level of performance conditions, which is calculated as the target number of shares multiplied by $10.29, the closing price on March 22, 2023, the date of grant, except for each LTIP performance-based relative TSR award, the value reflects the most probable outcome achieved and is calculated using the Monte Carlo simulation model. |

  130. Long-Term Equity Incentive Awards

    | (3) Assumes achievement of the maximum level of performance conditions, which is calculated as the maximum number of shares multiplied by $10.29, the closing price on March 22, 2023, the date of grant except for each LTIP performance-based relative TSR award, the value reflects the most probable outcome achieved and is calculated using the Monte Carlo simulation model. |

  131. Long-Term Equity Incentive Awards

    | (4) As previously noted, Julianna Balicka was appointed as Chief Financial Officer effective April 17, 2023. |

  132. Long-Term Equity Incentive Awards

    | (5) As previously noted, David P. Malone, served as Interim Chief Financial Officer from January 6 to April 17, 2023 and as an advisor through April 30, 2023. |

  133. Long-Term Equity Incentive Awards

    | (6) As previously noted, Alex Ko resigned as Chief Financial Officer effective January 6, 2023. |

  134. 2021 LTIP Grants – Partial Achievement of Performance Goals Determined During Q1 2024

    2021 LTIP Grants – Partial Achievement of Performance Goals Determined During Q1 2024 For the 2021 LTIP grant, our Compensation Committee approved PSUs based on absolute EPS for a 12-month performance period, and relative ROTCE and relative TSR contingent on the achievement of pre-established three-year performance goals as shown in the table below. Results for EPS are linearly interpolated for performance between threshold and target and target and stretch levels. For relative ROTCE and TSR, adjustments for levels achieved between the 25th, 50th, and 75th percentiles are also linearly interpolated. The table below also shows actual performance results achieved.

  135. 2021 LTIP Grants – Partial Achievement of Performance Goals Determined During Q1 2024

    | 2024 PROXY STATEMENT | 68 | |

  136. 2021 LTIP Grants – Partial Achievement of Performance Goals Determined During Q1 2024

    | Performance Measure | Weighting | Measurement Perspective | 2021-2023 Performance Goals | | | Results | | | | | | Threshold | Target | Stretch | Actual Performance | Percentage of Target Achieved | | Earnings Per Share(1) | 40% | Absolute | $1.15 | $1.28 | $1.41 | $1.66 | 150% | | Return on Average Tangible Common Equity(2) | 40% | Relative | 25th Percentile | 50th Percentile | 75th Percentile | 14th Percentile | — | | Total Stockholder Return(3) | 20% | Relative | 25th Percentile | 50th Percentile | 75th Percentile | 56th Percentile | 112% | | Payout as % of Target | | | 50% | 100% | 150% | | |

  137. 2021 LTIP Grants – Partial Achievement of Performance Goals Determined During Q1 2024

    | (1) EPS is measured on an absolute basis against the Company’s budget/forecast over the period January 1, 2021 through December 31, 2021. |

  138. 2021 LTIP Grants – Partial Achievement of Performance Goals Determined During Q1 2024

    | (2) ROTCE is measured on a relative basis against the KBW Nasdaq Regional Banking Index over the period January 1, 2021 through December 31, 2023. |

  139. 2021 LTIP Grants – Partial Achievement of Performance Goals Determined During Q1 2024

    | (3) TSR is measured on a relative basis against the KBW Nasdaq Regional Banking Index over the period January 1, 2021 through December 31, 2023 (calculated assuming that dividends during the period are reinvested in company shares on the date paid). |

  140. 2021 LTIP Grants – Partial Achievement of Performance Goals Determined During Q1 2024

    The target shares for the 2021 LTIP awards, as well as the number of shares earned based on actual performance of EPS, ROTCE and TSR, is set forth below. The actual award earned was calculated based on the target shares multiplied by the percentage payout.

  141. 2021 LTIP Grants – Partial Achievement of Performance Goals Determined During Q1 2024

    | Executive | Grant Date | Description of PSU | Target Shares | Performance Achieved | % Payout | Shares Vested as of March 15, 2024 | | Kevin S. Kim | 5/19/2021 | 2021 LTIP | 41,747 | Below Target | 82% | 34,401 | | Julianna Balicka | — | — | — | — | | — | | Kyu S. Kim | 5/19/2021 | 2021 LTIP | 4,377 | Below Target | 82% | 3,607 | | Peter J. Koh | 5/19/2021 | 2021 LTIP | 4,701 | Below Target | 82% | 3,874 | | Thomas P. Stenger | 5/19/2021 | 2021 LTIP | 4,539 | Below Target | 82% | 3,740 | | Former Officers | | | | | | | | David P. Malone | 5/19/2021 | 2021 LTIP | 11,349 | Below Target | 82% | 9,352 | | Alex Ko | — | — | — | — | — | — |

  142. Summary Compensation Table

    Summary Compensation Table The “Summary Compensation Table” and related narratives present the compensation paid to or earned by our NEOs for the years ended December 31, 2023, 2022 and 2021.

  143. Summary Compensation Table

    | Name and Principal Position | Year | Salary | Bonus(1) | Stock Awards(2) | Options Awards | Non-Equity Incentive Plan Compen- sation | Change in Pension Value and Nonqualified Deferred Compensation Earnings(3) | All Other Compen- sation(4) | Total | | Kevin S. Kim Chairman, President & Chief Executive Officer | 2023 | $1,050,000 | $1,050 | $1,234,428 | — | $654,980 | $6,295 | $60,712 | $3,007,465 | | | 2022 | $1,037,077 | $1,050 | $1,428,155 | — | $1,030,730 | $5,914 | $57,399 | $3,560,325 | | | 2021 | $1,016,135 | $1,050 | $1,293,088 | — | $990,501 | $5,557 | $50,111 | $3,356,442 | | Julianna Balicka Chief Financial Officer | 2023 | $311,538 | $145,050 | $228,750 | — | — | — | — | $685,338 | | Kyu S. Kim Chief Commercial Banking Officer | 2023 | $434,239 | $130,050 | $228,506 | — | — | $2,384 | $47,106 | $842,285 | | | 2022 | $417,981 | $79,286 | $218,514 | — | — | $2,240 | $43,771 | $761,792 | | | 2021 | $400,085 | $76,050 | $197,182 | — | — | $2,105 | $50,824 | $726,246 | | Peter J. Koh Chief Operating Officer | 2023 | $429,231 | $160,050 | $253,876 | — | — | — | $30,675 | $873,832 | | | 2022 | $399,145 | $83,333 | $238,152 | — | — | — | $29,410 | $750,040 | | Thomas P. Stenger Chief Risk Officer | 2023 | $475,991 | $105,050 | $213,313 | — | — | — | $155,513 | $949,867 | | | 2022 | $442,276 | $81,905 | $217,548 | — | — | — | $127,986 | $869,715 | | | 2021 | $419,655 | $71,050 | $188,999 | — | — | — | $107,484 | $787,188 | | David P. Malone Former Interim Chief Financial Officer | 2023 | $235,820(5) | — | $61,198 | — | — | — | $14,858 | $311,876 | | Alex Ko Former Chief Financial Officer | 2023 | $71,758 | — | — | — | — | — | $615,299 | $687,057 | | | 2022 | $435,346 | — | $255,746 | — | — | — | $32,335 | $723,427 | | | 2021 | $409,347 | $81,050 | $234,551 | — | — | — | $39,800 | $764,748 |

  144. Summary Compensation Table

    | (1) Includes (i) cash payments made to each NEO (other than our Chief Executive Officer) pursuant to the Company’s 2023 short-term incentive program (“2023 STIP”) and (ii) holiday bonuses paid to each NEO in the fourth quarter of 2023. |

  145. Summary Compensation Table

    | (2) Amounts reported represent the aggregate grant date fair value for RSUs and PSUs granted in each respective year in accordance with FASB ASC Topic 718, excluding the effect of forfeitures. See “Stock Based Compensation” in Note 12 of the Company’s consolidated financial statements included in our 2023 Annual Report on Form 10-K, incorporated by reference herein, for more information regarding the Company’s accounting for stock-based compensation. Amounts reported herein include (i) the grant date fair value of RSUs issued under our 2022 short-term incentive program (“2022 STIP”) granted in 2023 that was paid in the form of equity (ii) time-based RSUs issued under our 2023 LTIP and (iii) PSUs issued under our 2023 LTIP. The amounts shown in the “Summary Compensation Table” above do not represent the actual value realized by each NEO. |

  146. Summary Compensation Table

    | 2024 PROXY STATEMENT | 72 | |

  147. Summary Compensation Table

    | The following table sets forth the grant date fair value for each award granted to the NEOs during the year ended December 31, 2023. For PSUs, the table presents both the grant date fair value assuming achievement of the most probable outcome of the performance conditions (which is the amount set forth in column of the “Summary Compensation Table” titled Stock Awards), and the grant date fair value assuming the maximum award amount is achieved (which is calculated as the maximum number of shares that could be achieved multiplied by $10.29, the closing price on March 22, 2023, the date of grant). However, for the PSUs that are LTIP performance-based relative TSR awards, the value reflects the most probable outcome achieved which is calculated using the Monte Carlo simulation model). See “2023 Grants of Plan Based Awards Table” under Proposal 9 and the CD&A for additional details regarding the awards. |

  148. Summary Compensation Table

    | | | | Grant Date Fair Value | | | Name | Grant Date | Type of Award Granted | Assuming Most Probable Outcome is Achieved | Assuming Maximum Value is Achieved | | Kevin S. Kim | 3/22/2023 | LTIP (Time-Based) | $700,795 | $700,795 | | | 3/22/2023 | LTIP (Performance-Based Absolute EPS) | $280,392 | $420,588 | | | 3/22/2023 | LTIP (Performance-Based Relative ROTCE) | $140,196 | $420,588 | | | 3/22/2023 | LTIP (Performance-Based Relative TSR) | $111,861 | $111,861 | | | 12/29/2023 | 10-year service award (Time-Based, fully vested on grant) | $1,003 | $1,003 | | Julianna Balicka | 4/27/2023 | New Hire Grant | $228,750 | $228,750 | | Kyu S. Kim | 3/22/2023 | 2022 STIP (Time-Based) | $77,628 | $77,628 | | | 3/22/2023 | LTIP (Time-Based) | $82,330 | $82,330 | | | 3/22/2023 | LTIP (Performance-Based Absolute EPS) | $32,928 | $49,392 | | | 3/22/2023 | LTIP (Performance-Based Relative ROTCE) | $16,464 | $49,392 | | | 3/22/2023 | LTIP (Performance-Based Relative TSR) | $13,152 | $13,152 | | | 12/29/2023 | 25-service award (Time-Based, fully vested on grant) | $6,004 | $6,004 | | Peter J. Koh | 3/22/2023 | 2022 STIP (Time-Based) | $81,589 | $81,589 | | | 3/22/2023 | LTIP (Time-Based) | $97,909 | $97,909 | | | 3/22/2023 | LTIP (Performance-Based Absolute EPS) | $39,164 | $58,746 | | | 3/22/2023 | LTIP (Performance-Based Relative ROTCE) | $19,582 | $58,746 | | | 3/22/2023 | LTIP (Performance-Based Relative TSR) | $15,632 | $15,632 | | Thomas P. Stenger | 3/22/2023 | 2022 STIP (Time-Based) | $80,190 | $80,190 | | | 3/22/2023 | LTIP (Time-Based) | $75,652 | $75,652 | | | 3/22/2023 | LTIP (Performance-Based Absolute EPS) | $30,263 | $45,394 | | | 3/22/2023 | LTIP (Performance-Based Relative ROTCE) | $15,131 | $45,394 | | | 3/22/2023 | LTIP (Performance-Based Relative TSR) | $12,077 | $12,077 | | Former Officers | | | | | | David P. Malone | 5/23/2023 | Director Award (Time-Based) | $61,198 | $61,198 | | Alex Ko | N/A | N/A | — | — |

  149. Summary Compensation Table

    | (3) Amounts shown are above-market interest on long-term incentive agreement deferred accounts, based on the difference between the 6.25% annual interest rate provided on the long-term incentive agreement accounts and 120% of the applicable federal long-term rate (compounded monthly) in effect at the time the respective long-term incentive agreement was established, which was 3.06% for Kevin S. Kim and 4.60% for Kyu S. Kim. |

  150. Summary Compensation Table

    | (4) For 2023, all other compensation for each NEO includes the following: |

  151. Summary Compensation Table

    | Name | Year | 401(k) Match | Auto Allowance | Perquisites(a) | Other(b) | Total | | Kevin S. Kim | 2023 | $19,800 | — | $40,912 | — | $60,712 | | Julianna Balicka | 2023 | — | — | — | — | — | | Kyu S. Kim | 2023 | $18,019 | $13,800 | $15,287 | — | $47,106 | | Peter J. Koh | 2023 | $16,875 | $13,800 | — | — | $30,675 | | Thomas P. Stenger | 2023 | $16,217 | $13,800 | $125,496 | — | $155,513 | | Former Officers | | | | | | | | David P. Malone | 2023 | — | $4,777 | — | $10,081 | $14,858 | | Alex Ko | 2023 | $4,337 | $531 | $454 | $609,977 | $615,299 |

  152. Summary Compensation Table

    | (a) Perquisites in 2023 for Kevin S. Kim includes monthly membership fees at a social club and a country club, aggregating $28,712, auto-related expense reimbursements of $6,200, and executive medical program reimbursement of $6,000; for Kyu S. Kim it includes the estimated value of the BOLI benefit of $5,887 based on the cost of coverage specified by the IRS group-term life insurance premium table, and parking fringe benefits of $9,400; for Thomas P. Stenger it includes relocation and travel expenses of $125,496. |

  153. Summary Compensation Table

    | (b) Other compensation in 2023 for David P. Malone includes $10,081 paid in his capacity as a non-employee director in lieu of receiving health insurance coverage paid by the Company in health reimbursement costs; for Alex Ko it includes $430,500 in severance costs (98% of his base salary), $110,250 in consulting fees, $50,000 as consideration for a release of claims in favor of the Company and its affiliates and $19,227 as a COBRA benefit. |

  154. Summary Compensation Table

    | (5) For David P. Malone, the salary includes $173,059 received as Interim Chief Financial Officer from January 6 to April 17, 2023, $21,632 received as an advisor through April 30, 2023, and $41,129 received as cash Board fees as a non-employee director. Mr. Malone did not receive any additional non-employee director fees during the time he was serving as Interim Chief Financial Officer or as an advisor. |

  155. Summary Compensation Table

    | | 73 | 2024 PROXY STATEMENT |

  156. Grants of Plan-Based Awards Table

    Grants of Plan-Based Awards Table The following summarizes non-equity and equity incentive awards granted to the NEOs during the fiscal year ended December 31, 2023, under our 2019 Plan. There were no other plan-based awards granted to NEOs during the year.

  157. Grants of Plan-Based Awards Table

    | Name | Grant Date | Estimated Future Payouts Under Non-equity Incentive Plan Awards | | | Estimated Future Payouts Under Equity Incentive Plan Awards(1) | | | All Other Stock Awards: Number of Shares of Stock or Units | All Other Option Awards: Number of Securities Under- lying Options | Exercise or Base Price of Option Awards ($/Sh) | Grant Date Fair Value of Stock and Option Awards(2) | | | | Threshold | Target | Maximum | Threshold | Target | Maximum | | | | | | Kevin S. Kim Chairman, President & Chief Executive Officer | 3/22/2023(4) | $525,000 | $1,050,000 | $1,575,000 | — | — | — | — | — | — | — | | | 3/22/2023 | — | — | — | — | — | — | 68,122(6) | — | — | $700,975 | | | 3/22/2023 | — | — | — | 13,625 | 22,249 | 40,874 | — | — | — | $280,392 | | | 3/22/2023 | — | — | — | 13,625 | 22,249 | 40,874 | — | — | — | $140,196 | | | 3/22/2023 | — | — | — | 6,813 | 13,625 | 20,438 | — | — | — | $111,861 | | | 12/29/2023 | | | | | | | 83(7) | | | $1,003 | | Julianna Balicka(3) Chief Financial Officer | 4/27/2023(5) | — | $180,000 | — | — | — | — | — | — | — | — | | | 4/27/2023 | — | — | — | — | — | — | 25,000(8) | — | — | $228,750 | | Kyu S. Kim Chief Commercial Banking Officer | 3/22/2023(5) | — | $197,203 | — | — | — | — | — | — | — | — | | | 3/22/2023 | — | — | — | — | — | — | 7,544(9) | — | — | $77,628 | | | 3/22/2023 | — | — | — | — | — | — | 8,001(6) | — | — | $82,330 | | | 3/22/2023 | — | — | — | 1,600 | 3,200 | 4,800 | — | — | — | $32,928 | | | 3/22/2023 | — | — | — | 1,600 | 3,200 | 4,800 | — | — | — | $16,464 | | | 3/22/2023 | — | — | — | 801 | 1,602 | 2,403 | — | — | — | $13,152 | | | 12/29/2023 | — | — | — | — | — | — | 497(7) | — | — | $6,004 | | Peter J. Koh Chief Operating Officer | 3/22/2023(5) | — | $198,000 | — | — | — | — | — | — | — | — | | | 3/22/2023 | — | — | — | — | — | — | 7,929(9) | — | — | $81,589 | | | 3/22/2023 | — | — | — | — | — | — | 9,515(6) | — | — | $97,909 | | | 3/22/2023 | — | — | — | 1,903 | 3,806 | 5,709 | — | — | — | $39,164 | | | 3/22/2023 | — | — | — | 1,903 | 3,806 | 5,709 | — | — | — | $19,582 | | | 3/22/2023 | — | — | — | 952 | 1,904 | 2,856 | — | — | — | $15,632 | | Thomas P. Stenger Chief Risk Officer | 3/22/2023(5) | — | $216,164 | — | — | — | — | — | — | — | — | | | 3/22/2023 | — | — | — | — | — | — | 7,793(9) | — | — | $80,190 | | | 3/22/2023 | — | — | — | — | — | — | 7,352(6) | — | — | $75,652 | | | 3/22/2023 | — | — | — | 1,471 | 2,941 | 4,412 | — | — | — | $30,263 | | | 3/22/2023 | — | — | — | 1,471 | 2,941 | 4,412 | — | — | — | $15,131 | | | 3/22/2023 | — | — | — | 736 | 1,471 | 2,207 | — | — | — | $12,077 | | David P. Malone(3) Former Interim Chief Financial Officer | 5/23/2023 | — | — | — | — | — | — | 7,116(10) | — | — | $61,198 | | Alex Ko(3) Former Chief Financial Officer | N/A | — | — | — | — | | — | — | — | — | — |

  158. Grants of Plan-Based Awards Table

    | (1) Represents PSUs issued in accordance with the objectives of the 2023 LTIP, which PSUs will vest in full no later than March 16, 2026 (or an earlier date) if the performance criteria are met. |

  159. Grants of Plan-Based Awards Table

    | (2) The grant date fair value, computed in accordance with FASB ASC Topic 718. See Note 12 of the Company’s consolidated financial statements in our 2023 Annual Report on Form 10-K, incorporated by reference herein, for information regarding assumptions underlying valuation of equity awards. |

  160. Grants of Plan-Based Awards Table

    | (3) Julianna Balicka was appointed as Chief Financial Officer effective April 17, 2023. David P. Malone was appointed as Interim Chief Financial Officer from January 6 to April 17, 2023. Alex Ko resigned as Chief Financial Officer effective January 6, 2023. |

  161. Grants of Plan-Based Awards Table

    | (4) For Kevin S. Kim, reflects annual cash incentive bonus opportunity approved by the Compensation Committee available to be earned based on the achievement of annual profitability and balance sheet growth. |

  162. Grants of Plan-Based Awards Table

    | (5) Amounts are shown for illustrative purposes only and reflect target 2023 STIP bonus opportunities based upon historic target payouts of 40-45% for our NEOs. For actual cash payments made to each NEO, other than our Chief Executive Officer, under the 2023 STIP, please see the “Summary Compensation Table” above. |

  163. Grants of Plan-Based Awards Table

    | (6) Amounts reflect 2023 LTIP grants of time-vested restricted stock units under our 2019 Plan, which vest ratably on each of the first three anniversaries of the grant date. |

  164. Grants of Plan-Based Awards Table

    | 2024 PROXY STATEMENT | 74 | |

  165. Grants of Plan-Based Awards Table

    | (7) This is an equity award granted for a certain number of years of service, which is immediately vested on the grant date. |

  166. Grants of Plan-Based Awards Table

    | (8) This is a new hire equity award, which vests in five equal annual installments starting on the first anniversary of the date of grant. |

  167. Grants of Plan-Based Awards Table

    | (9) Amounts reflect an equity portion of the 2022 STIP award granted on March 22, 2023. Fifty percent of each such award will vest on each of the first two anniversaries of the grant date. |

  168. Grants of Plan-Based Awards Table

    | (10) This is the equity portion of a Board retainer David P. Malone received on May 23, 2023, as a non-employee director under the same terms as other directors as described above. Mr. Malone served as Interim Chief Financial Officer of the Company and the Bank from January 6 to April 17, 2023, and as an advisor through April 30, 2023, to assist with the transition process. Mr. Malone did not receive any additional non-employee director fees while he was serving as Interim Chief Financial Officer or as an advisor. |

  169. Grants of Plan-Based Awards Table

    | | 75 | 2024 PROXY STATEMENT |

  170. Outstanding Equity Awards at Fiscal Year-End Table

    Outstanding Equity Awards at Fiscal Year-End Table The following table presents information concerning the value of all unexercised options and unvested stock awards awarded to the NEOs and remaining outstanding as of December 31, 2023. This includes options and unvested restricted stock and restricted stock units granted under the 2019 Plan, 2016 Plan and the 2007 Plan.

  171. Outstanding Equity Awards at Fiscal Year-End Table

    | | | Option Awards | | | | Stock Awards | | | | | | Option/Stock Award Grant Date | Number of Securities Underlying Unexercised Options: Exercisable | Number of Securities Underlying Unexercised Options: Unexercisable | Option Exercise Price | Option Expiration Date | Number of Shares or Units of Stock That Have Not Vested(1) | Market Value of Shares or Units of Stock That Have Not Vested(2) | Equity Incentive Plan Awards: Number of Unearned Shares, Units or Other Rights That Have Not Vested(3) | Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares, Units or Other Rights That Have Not Vested(2) | | Kevin S. Kim Chairman, President & Chief Executive Officer | 6/27/2014 | 170,000 | — | $15.88 | 6/27/2024 | — | — | — | — | | | 5/26/2016 | 30,660 | — | $16.12 | 5/26/2026 | — | — | — | — | | | 9/1/2016 | 60,000 | — | $17.18 | 9/1/2026 | — | — | — | — | | | 5/19/2021 | — | — | — | — | 13,916 | $168,105 | — | — | | | 5/19/2021(5)(6) | — | — | — | — | — | — | 25,047 | $320,568 | | | 5/19/2021(5) | — | — | — | — | — | — | 8,349 | $100,856 | | | 5/19/2021(5)(7) | — | — | — | — | — | — | 12,527 | $151,320 | | | 3/23/2022 | — | — | — | — | 32,568 | $393,421 | — | — | | | 3/23/2022(6)(8) | — | — | — | — | — | — | 29,312 | $354,083 | | | 3/23/2022(8) | — | — | — | — | — | — | 9,771 | $118,028 | | | 3/23/2022(8)(9) | — | — | — | — | — | — | 9,771 | $99,371 | | | 3/22/2023 | — | — | — | — | 68,122 | $822,914 | — | — | | | 3/22/2023(10) | — | — | — | — | — | — | 13,625 | $164,584 | | | 3/22/2023(10) | — | — | — | — | — | — | 13,625 | $164,584 | | | 3/22/2023(9)(10) | — | — | — | — | — | — | 13,625 | $144,425 | | Julianna Balicka(4) Chief Financial Officer | 4/27/2023 | — | — | — | — | 25,000 | $302,000 | — | — | | Kyu S. Kim Chief Commercial Banking Officer | 9/1/2016 | 30,000 | — | $17.18 | 9/1/2026 | — | — | — | — | | | 5/19/2021 | — | — | — | — | 1,460 | $17,637 | — | — | | | 5/19/2021(5)(6) | — | — | — | — | — | — | 2,627 | $31,728 | | | 5/19/2021(5) | — | — | — | — | — | — | 876 | $10,576 | | | 5/19/2021(5)(7) | — | — | — | — | — | — | 1,313 | $15,855 | | | 3/23/2022 | — | — | — | — | 2,559 | $30,913 | — | — | | | 3/23/2022 | — | — | — | — | 3,102 | $37,472 | — | — | | | 3/23/2022(6)(8) | — | — | — | — | — | — | 2,792 | $33,721 | | | 3/23/2022(8) | — | — | — | — | — | — | 931 | $11,240 | | | 3/23/2022(8)(9) | — | — | — | — | — | — | 931 | $9,468 | | | 3/22/2023 | — | — | — | — | 7,544 | $91,132 | — | — | | | 3/22/2023 | — | — | — | — | 8,001 | $96,652 | — | — | | | 3/22/2023(10) | — | — | — | — | — | — | 1,600 | $19,328 | | | 3/22/2023(10) | — | — | — | — | — | — | 1,600 | $19,328 | | | 3/22/2023(9)(10) | — | — | — | — | — | — | 1,602 | $16,981 | | Peter J. Koh Chief Operating Officer | 9/1/2016 | 20,000 | — | $17.18 | 9/1/2026 | — | — | — | — | | | 5/19/2021 | — | — | — | — | 1,568 | $18,941 | — | — | | | 5/19/2021(5)(6) | — | — | — | — | — | — | 2,820 | $34,066 | | | 5/19/2021(5) | — | — | — | — | — | — | 940 | $11,355 | | | 5/19/2021(5)(7) | — | — | — | — | — | — | 1,412 | $17,051 | | | 3/23/2022 | — | — | — | — | 2,559 | $30,913 | — | — | | | 3/23/2022 | — | — | — | — | 3,516 | $42,473 | — | — | | | 3/23/2022(6)(8) | — | — | — | — | — | — | 3,164 | $38,215 | | | 3/23/2022(8) | — | — | — | — | — | — | 1,055 | $12,738 | | | 3/23/2022(8)(9) | — | — | — | — | — | — | 1,055 | $10,729 | | | 3/22/2023 | — | — | — | — | 7,929 | $95,782 | — | — | | | 3/22/2023 | — | — | — | — | 9,515 | $114,941 | — | — | | | 3/22/2023(10) | — | — | — | — | — | — | 1,903 | $22,988 | | | 3/22/2023(10) | — | — | — | — | — | — | 1,903 | $22,988 | | | 3/22/2023(9)(10) | — | — | — | — | — | — | 1,904 | $20,182 |

  172. Outstanding Equity Awards at Fiscal Year-End Table

    | 2024 PROXY STATEMENT | 76 | |

  173. Outstanding Equity Awards at Fiscal Year-End Table

    | | | Option Awards | | | | Stock Awards | | | | | | Option/Stock Award Grant Date | Number of Securities Underlying Unexercised Options: Exercisable | Number of Securities Underlying Unexercised Options: Unexercisable | Option Exercise Price | Option Expiration Date | Number of Shares or Units of Stock That Have Not Vested(1) | Market Value of Shares or Units of Stock That Have Not Vested(2) | Equity Incentive Plan Awards: Number of Unearned Shares, Units or Other Rights That Have Not Vested(3) | Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares, Units or Other Rights That Have Not Vested(2) | | Thomas P. Stenger Chief Risk Officer | 2/28/2019 | — | — | — | — | 1,140 | $13,771 | — | — | | | 5/19/2021 | — | — | — | — | 1,514 | $18,289 | — | — | | | 5/19/2021(5)(6) | — | — | — | — | — | — | 2,724 | $32,906 | | | 5/19/2021(5) | — | — | — | — | — | — | 908 | $10,969 | | | 5/19/2021(5)(7) | — | — | — | — | — | — | 1,361 | $16,435 | | | 3/23/2022 | — | — | — | — | 2,389 | $28,859 | — | — | | | 3/23/2022 | — | — | — | — | 3,205 | $38,716 | — | — | | | 3/23/2022(6)(8) | — | — | — | — | — | — | 2,885 | $34,845 | | | 3/23/2022(8) | — | — | — | — | — | — | 962 | $11,615 | | | 3/23/2022(8)(9) | — | — | — | — | — | — | 962 | $9,784 | | | 3/22/2023 | — | — | — | — | 7,793 | $94,139 | — | — | | | 3/22/2023 | — | — | — | — | 7,352 | $88,812 | — | — | | | 3/22/2023(10) | — | — | — | — | — | — | 1,471 | $17,764 | | | 3/22/2023(10) | — | — | — | — | — | — | 1,471 | $17,764 | | | 3/22/2023(9)(10) | — | — | — | — | — | — | 1,471 | $15,593 | | David P. Malone(4) Former Interim Chief Financial Officer | 5/19/2021 | — | — | — | — | 3,783 | $45,699 | — | — | | | 5/19/2021(5)(6) | — | — | — | — | — | — | 6,810 | $82,265 | | | 5/19/2021(5) | — | — | — | — | — | — | 2,270 | $27,422 | | | 5/19/2021(5)(7) | — | — | — | — | — | — | 3,404 | $41,114 | | | 5/23/2023 | — | — | — | — | 7,116 | $85,961 | — | — | | Alex Ko(4) Former Chief Financial Officer | N/A | — | — | — | — | — | — | — | — |

  174. Outstanding Equity Awards at Fiscal Year-End Table

    | (1) Vesting information about RSUs outstanding at December 31, 2023, are set forth in the table below: |

  175. Outstanding Equity Awards at Fiscal Year-End Table

    | Name | Grant Date | Program RSUs Granted Under | Shares Granted | Vesting Period | Vesting Portion | Vesting Begins / Occurs | | Kevin S. Kim | 5/19/2021 | 2021 LTIP | 41,748 | 3 years | Substantially equal vesting | First anniversary of grant date | | | 3/23/2022 | 2022 LTIP | 48,852 | 3 years | | | | | 3/22/2023 | 2023 LTIP | 68,122 | 3 years | | | | Julianna Balicka | 4/27/2023 | New Hire Grant | 25,000 | 5 years | | | | Kyu S. Kim | 5/19/2021 | 2021 LTIP | 4,378 | 3 years | | | | | 3/23/2022 | 2021 STIP | 5,118 | 2 years | | | | | 3/23/2022 | 2022 LTIP | 4,652 | 3 years | | | | | 3/22/2023 | 2022 STIP | 7,544 | 2 years | | | | | 3/23/2022 | 2023 LTIP | 8,001 | 3 years | | | | Peter J. Koh | 5/19/2021 | 2021 LTIP | 4,702 | 3 years | | | | | 3/23/2022 | 2021 STIP | 5,118 | 2 years | | | | | 3/23/2022 | 2022 LTIP | 5,273 | 3 years | | | | | 3/22/2023 | 2022 STIP | 7,929 | 2 years | | | | | 3/22/2023 | 2023 LTIP | 9,515 | 3 years | | | | Thomas P. Stenger | 2/28/2019 | New Hire Grant | 5,700 | 5 years | | | | | 5/19/2021 | 2021 LTIP | 4,540 | 3 years | | | | | 3/23/2022 | 2021 STIP | 4,777 | 2 years | | | | | 3/23/2022 | 2022 LTIP | 4,807 | 3 years | | | | | 3/22/2023 | 2022 STIP | 7,793 | 2 years | | | | | 3/22/2023 | 2023 LTIP | 7,352 | 3 years | | | | Former Officers | | | | | | | | David P. Malone | 5/19/2021 | 2021 LTIP | 11,349 | 3 years | | | | | 5/23/2023 | Director Equity Award | 7,116 | 1 year | | | | Alex Ko | N/A | — | — | — | — | — |

  176. Outstanding Equity Awards at Fiscal Year-End Table

    | | 77 | 2024 PROXY STATEMENT |

  177. Outstanding Equity Awards at Fiscal Year-End Table

    | (2) Value based on $12.08, the closing price per share of our Common Stock on December 31, 2023, except for the LTIP performance-based relative TSR awards each of which is calculated using the Monte Carlo simulation model assuming the most probable outcome achieved. |

  178. Outstanding Equity Awards at Fiscal Year-End Table

    | (3) Represents the number of shares issuable, assuming achievement of the target level performance conditions associated with each PSU. |

  179. Outstanding Equity Awards at Fiscal Year-End Table

    | (4) Julianna Balicka was appointed as Chief Financial Officer effective April 17, 2023. David P. Malone was appointed as Interim Chief Financial Officer from January 6 to April 17, 2023. Alex Ko resigned as Chief Financial Officer effective January 6, 2023. |

  180. Outstanding Equity Awards at Fiscal Year-End Table

    | (5) Represents PSUs that vested in part on March 15, 2024, based on satisfaction of the associated performance criteria, in each case as described above in “Elements of Compensation — Long-Term Equity Incentive Awards” under Proposal 9. Unless indicated otherwise by another footnote reference, the value was calculated based on achievement of threshold performance. |

  181. Outstanding Equity Awards at Fiscal Year-End Table

    | (6) The value was calculated based on achievement of maximum level of performance conditions. |

  182. Outstanding Equity Awards at Fiscal Year-End Table

    | (7) The value was calculated using the Monte Carlo simulation model assuming the most probable outcome achieved at the maximum level of performance conditions. |

  183. Outstanding Equity Awards at Fiscal Year-End Table

    | (8) Represents PSUs that are scheduled to vest beginning in March 2025, assuming the performance criteria are met, in each case as described above in “Elements of Compensation — Long-Term Equity Incentive Awards” under Proposal 9. Unless indicated otherwise by another footnote reference, the value was calculated based on achievement of threshold level performance conditions. |

  184. Outstanding Equity Awards at Fiscal Year-End Table

    | (9) The value was calculated using the Monte Carlo simulation model assuming the most probable outcome achieved at the target level of performance conditions. |

  185. Outstanding Equity Awards at Fiscal Year-End Table

    | (10) Represents PSUs that are scheduled to vest beginning in March 2026, assuming the performance criteria are met, in each case as described above in “Elements of Compensation — Long-Term Equity Incentive Awards” under Proposal 9. Unless indicated otherwise by another footnote reference, the value was calculated based on achievement of threshold level performance conditions. |

  186. Outstanding Equity Awards at Fiscal Year-End Table

    | 2024 PROXY STATEMENT | 78 | |

  187. Option Exercises and Stock Vested Table

    Option Exercises and Stock Vested Table The following table presents information concerning the number of shares acquired and the value realized during 2023 upon the exercise of stock options and the vesting of restricted stock and restricted stock units previously granted to each of the NEOs:

  188. Option Exercises and Stock Vested Table

    | | Option Awards | | Stock Awards | | | | | | Number of Shares Acquired on Exercise | Value Realized on Exercise(1) | Number of Shares Acquired on Vesting | Value Realized on Vesting(2) | Date Vested | Closing Price on Date Vested | | Kevin S. Kim Chairman, President & Chief Executive Officer | — | — | 20,712 | $221,204 | 3/15/2023 | $10.68 | | | — | — | 36,905 | $394,145 | 3/15/2023 | $10.68 | | | — | — | 16,284 | $159,583 | 3/23/2023 | $9.80 | | | — | — | 25,105 | $242,012 | 4/24/2023 | $9.64 | | | — | — | 13,916 | $113,137 | 5/19/2023 | $8.13 | | | — | — | 83 | $1,003 | 12/9/2023 | $12.08 | | Julianna Balicka(3) Chief Financial Officer | N/A | — | — | — | — | — | | Kyu S. Kim Chief Commercial Banking Officer | — | — | 2,063 | $22,033 | 3/15/2023 | $10.68 | | | — | — | 3,675 | $39,249 | 3/15/2023 | $10.68 | | | — | — | 1,920 | $20,333 | 3/17/2023 | $10.59 | | | — | — | 2,559 | $25,078 | 3/23/2023 | $9.80 | | | — | — | 1,550 | $15,190 | 3/23/2023 | $9.80 | | | — | — | 2,500 | $24,100 | 4/24/2023 | $9.64 | | | — | — | 1,459 | $11,862 | 5/19/2023 | $8.13 | | | — | — | 497 | $6,004 | 12/9/2023 | $12.08 | | Peter J. Koh Chief Operating Officer | — | — | 2,200 | $23,496 | 3/15/2023 | $10.68 | | | — | — | 3,920 | $41,866 | 3/15/2023 | $10.68 | | | — | — | 1,852 | $19,613 | 3/17/2023 | $10.59 | | | — | — | 2,559 | $25,078 | 3/23/2023 | $9.80 | | | — | — | 1,757 | $17,219 | 3/23/2023 | $9.80 | | | — | — | 2,667 | $25,710 | 4/24/2023 | $9.64 | | | — | — | 1,567 | $12,740 | 5/19/2023 | $8.13 | | Thomas P. Stenger Chief Risk Officer | — | — | 1,140 | $14,603 | 2/28/2023 | $12.81 | | | — | — | 2,200 | $23,496 | 3/15/2023 | $10.68 | | | — | — | 3,920 | $41,866 | 3/15/2023 | $10.68 | | | — | — | 1,509 | $15,980 | 3/17/2023 | $10.59 | | | — | — | 2,388 | $23,402 | 3/23/2023 | $9.80 | | | — | — | 1,602 | $15,700 | 3/23/2023 | $9.80 | | | — | — | 2,667 | $25,710 | 4/24/2023 | $9.64 | | | — | — | 1,513 | $12,301 | 5/19/2023 | $8.13 | | David P. Malone(3) Former Interim Chief Financial Officer | — | — | 5,638 | $60,214 | 3/15/2023 | $10.68 | | | — | — | 10,045 | $107,281 | 3/15/2023 | $10.68 | | | — | — | 6,834 | $65,880 | 4/24/2023 | $9.64 | | | — | — | 3,783 | $30,756 | 5/19/2023 | $8.13 | | | — | — | 3,927 | $31,927 | 5/19/2023 | $8.13 | | Alex Ko(3) Former Chief Financial Officer | — | — | 1,989 | $21,243 | 3/15/2023 | $10.68 | | | — | — | 5,459 | $58,302 | 3/15/2023 | $10.68 | | | — | — | 3,334 | $35,607 | 3/15/2023 | $10.68 | | | — | — | 2,750 | $29,370 | 3/15/2023 | $10.68 | | | — | — | 4,900 | $52,332 | 3/15/2023 | $10.68 | | | — | — | 1,838 | $19,630 | 3/15/2023 | $10.68 | | | — | — | 1,912 | $20,420 | 3/15/2023 | $10.68 |

  189. Option Exercises and Stock Vested Table

    | (1) Values were determined by multiplying the number of stock options exercised by the difference between the closing market price of our Common Stock on the date of exercise and the stock option exercise price. |

  190. Option Exercises and Stock Vested Table

    | (2) Values were determined by multiplying the number of shares or units, as applicable, that vested by the closing market price of our Common Stock on the vesting date. |

  191. Option Exercises and Stock Vested Table

    | (3) Julianna Balicka was appointed as Chief Financial Officer effective April 17, 2023. David P. Malone was appointed as Interim Chief Financial Officer from January 6 to April 17, 2023. Alex Ko resigned as Chief Financial Officer effective January 6, 2023. |

  192. Option Exercises and Stock Vested Table

    | | 79 | 2024 PROXY STATEMENT |

  193. Non-Qualified Deferred Compensation Table

    Non-Qualified Deferred Compensation Table The following table presents information concerning deferred compensation during the fiscal year ended December 31, 2023. Kevin S. Kim and Kyu S. Kim currently are the only NEOs employed with the Company who participated in the Company’s legacy Long-Term Cash Incentive Plan (“Legacy LTIP”).

  194. Non-Qualified Deferred Compensation Table

    | | Executive Contributions in Last Fiscal Year | Registrant Contributions in Last Fiscal Year | Aggregate Earnings in Last Fiscal Year(1) | Aggregate Withdrawals/ Distributions | Aggregate Balance at Last Fiscal Year-End(2) | | Kevin S. Kim(3) Chairman, President & Chief Executive Officer | — | — | $15,260 | — | $252,507 | | Kyu S. Kim(4) Chief Commercial Banking Officer | — | — | $20,411 | — | $337,740 |

  195. Non-Qualified Deferred Compensation Table

    | (1) The earnings on the employee deferred compensation plans are calculated based on the total amount of interest accrued on account balances during 2023. The above-market portion of these interest amounts in 2023, which amounted to $6,295 for Kevin S. Kim and $2,384 for Kyu S. Kim are reported in the “Summary Compensation Table” above. |

  196. Non-Qualified Deferred Compensation Table

    | (2) The following amounts included in this column for the Legacy LTIP also have been reported in the “Summary Compensation Table” above as compensation for prior years: Kevin S. Kim, $137,930; and Kyu S. Kim, $136,164. |

  197. Non-Qualified Deferred Compensation Table

    | (3) Kevin S. Kim became a Legacy LTIP participant in 2014. According to the terms of his individual Legacy LTIP agreement, Mr. Kim was entitled to have up to $50,000 per year, for a five-year period beginning in 2014 through 2018, credited to a deferred compensation account which accrues interest at an annual rate of 6.25%, to be paid out starting when he reaches 65 years of age. The agreement had a three-year vesting cliff of 50% of his total potential contribution amount plus accrued interest in his deferred compensation account, with an additional 25% of the total contributions plus accrued interest vesting in each of years four and five. |

  198. Non-Qualified Deferred Compensation Table

    | (4) Kyu S. Kim became a Legacy LTIP participant in 2008. According to the terms of her individual Legacy LTIP agreement, Ms. Kim was entitled to have up to $30,000 per year, for a ten-year period beginning in 2008 through 2017, credited to a deferred compensation account which accrues interest at an annual rate of 6.25%, to be paid out starting when she reaches 65 years of age. The agreement had a five-year vesting cliff of 50% of her total contribution amounts plus accrued interest in her deferred compensation account, with an additional 10% of the total contributions plus accrued interest vesting in each of years six through ten. |

  199. CEO Employment Agreement

    | Bonus | Non-Solicitation and Confidentiality Restriction | | | Annual Cash Bonus and Annual Equity Incentive | | Payments Upon Termination | | Cash Bonus. Eligible for annual bonus opportunity, with an initial target amount equal to 100% of Mr. Kim’s annual base salary in effect at the applicable time. Actual cash bonus payments will be determined in good faith by the Compensation Committee and are subject to achievement of certain annual performance criteria. Equity Incentive. Eligible for annual equity award with a grant date fair value of up to 150% of base salary, of which 50% of such annual equity awards will have service-based vesting conditions and the other 50% will have performance-based vesting conditions. The specific terms of any such equity award are determined at the discretion of the Compensation Committee. | Agreement provides for a non-solicitation restriction for a period of one-year following termination. In addition, Agreement requires certain information to remain confidential for an indefinite term. | Termination by the Company for Cause or by Mr. Kim without Good Reason. Entitled to receive all salary and other benefits earned or accrued, but unpaid through the date of termination (“Accrued Benefits”). In the event Mr. Kim’s employment is terminated due to death or disability, then all unvested awards granted to Mr. Kim will vest; provided that if any award is subject to performance vesting conditions that have not been met, then the awards shall automatically become fully vested at the target number of shares. Termination by the Company without Cause or by Mr. Kim with Good Reason. Entitled to receive: i. all Accrued Benefits; ii. severance of 150% of base salary (increases to 250% if termination occurs within one-year following a Change of Control); and iii. accelerated vesting of any previously issued equity awards (provided that any performance-based awards will only vest to the extent any applicable performance conditions of such award are satisfied). |

  200. Potential Payments Upon Termination of Employment or Change in Control

    Potential Payments Upon Termination of Employment or Change in Control The following table presents the estimated payments and benefits that each NEO would have been entitled to receive if his or her employment had terminated on December 31, 2023, for the various reasons specified in the table. Unless otherwise indicated, all amounts are payable in lump sums.

  201. Potential Payments Upon Termination of Employment or Change in Control

    | | Cash Severance Arrangements/ Compensation | Acceleration of Unvested Options and Stock Awards(1) | Total Termination Benefits | | Kevin S. Kim(2) | | | | | Voluntary Termination or Retirement | — | — | — | | Involuntary Termination (other than For Cause) | $1,575,000 | $3,493,976 | $5,068,976 | | Involuntary Termination (For Cause) | — | — | — | | Termination in Connection with Change in Control | $2,625,000 | $3,493,976 | $6,118,976 | | Death | — | $3,493,976 | $3,493,976 | | Disability | — | $3,493,976 | $3,493,976 | | Julianna Balicka(3) | | | | | Voluntary Termination or Retirement | — | — | — | | Involuntary Termination (other than For Cause) | — | — | — | | Involuntary Termination (For Cause) | — | — | — | | Termination in Connection with Change in Control | — | $302,000 | $302,000 | | Death | — | $302,000 | $302,000 | | Disability | — | $302,000 | $302,000 | | Kyu S. Kim | | | | | Voluntary Termination or Retirement | — | — | — | | Involuntary Termination (other than For Cause) | — | — | — | | Involuntary Termination (For Cause) | — | — | — | | Termination in Connection with Change in Control | — | $498,488 | $498,488 | | Death | — | $498,488 | $498,488 | | Disability | — | $498,488 | $498,488 | | Peter J. Koh | | | | | Voluntary Termination or Retirement | — | — | — | | Involuntary Termination (other than For Cause) | — | — | — | | Involuntary Termination (For Cause) | — | — | — | | Termination in Connection with Change in Control | — | $599,115 | $599,115 | | Death | — | $599,115 | $599,115 | | Disability | — | $599,115 | $599,115 |

  202. Potential Payments Upon Termination of Employment or Change in Control

    | 2024 PROXY STATEMENT | 82 | |

  203. Potential Payments Upon Termination of Employment or Change in Control

    | | Cash Severance Arrangements/ Compensation | Acceleration of Unvested Options and Stock Awards(1) | Total Termination Benefits | | Thomas P. Stenger | | | | | Voluntary Termination or Retirement | — | — | — | | Involuntary Termination (other than For Cause) | — | — | — | | Involuntary Termination (For Cause) | — | — | — | | Termination in Connection with Change in Control | — | $504,207 | $504,207 | | Death | — | $504,207 | $504,207 | | Disability | — | $504,207 | $504,207 | | Former Officers | | | | | David P. Malone(3) | | | | | Voluntary Termination or Retirement | — | — | — | | Involuntary Termination (other than For Cause) | — | — | — | | Involuntary Termination (For Cause) | — | — | — | | Termination in Connection with Change in Control | — | $299,467 | $299,467 | | Death | — | $299,467 | $299,467 | | Disability | — | $299,467 | $299,467 | | Alex Ko(3) | | | | | Voluntary Termination or Retirement | — | — | — | | Involuntary Termination (other than For Cause) | — | — | — | | Involuntary Termination (For Cause) | — | — | — | | Termination in Connection with Change in Control | — | — | — | | Death | — | — | — | | Disability | — | — | — |

  204. Potential Payments Upon Termination of Employment or Change in Control

    | (1) As of December 31, 2023, awards granted to the NEOs under the 2007 Plan, 2016 Plan and 2019 Plan (collectively, “Plans”) allow for accelerated vesting of all stock options, restricted stock and performance units only upon a Change in Control (as such term is defined in the Plans). This calculation assumes that each NEO’s restricted stock, restricted stock units and performance-based restricted stock units were paid out in stock (with respect to performance-based restricted stock units, assuming target-level performance) at the closing price on December 31, 2023, of $12.08 per share, and that unvested stock options were paid out in the amount of the difference between the stock closing price on December 31, 2023, of $12.08 per share, and the option exercise price. All stock options held by the NEOs at December 31, 2023, have exercise prices that are higher than $12.08, so no value is attributable to those stock options for purposes of this table. |

  205. Potential Payments Upon Termination of Employment or Change in Control

    | (2) Pursuant to the terms of the CEO Employment Agreement, which is more fully described above, cash severance is payable to Kevin S. Kim if termination occurs within one year following a Change of Control, as such term is defined in the CEO Employment Agreement. In addition, the CEO Employment Agreement provides for accelerated vesting of awards upon death or disability. |

  206. Potential Payments Upon Termination of Employment or Change in Control

    | (3) Julianna Balicka was appointed as Chief Financial Officer effective April 17, 2023. David P. Malone was appointed as Interim Chief Financial Officer from January 6 to April 17, 2023. Alex Ko resigned as Chief Financial Officer effective January 6, 2023. |

  207. CEO to Median Employee Pay Ratio

    CEO to Median Employee Pay Ratio Below is (i) the 2023 total annualized compensation of Kevin S. Kim, our Chairman, President and Chief Executive Officer, as reported in this Proxy Statement; (ii) the 2023 annual total compensation of our median employee; (iii) the ratio of the annual total compensation of our Chief Executive Officer to that of our median employee; and (iv) the methodology we used to calculate our Chief Executive Officer pay ratio:

  208. CEO to Median Employee Pay Ratio

    | CEO Total Compensation | $3,007,465 | | Median Employee Annual Total Compensation | $82,977 | | CEO to Median Employee Pay Ratio | 36:1 |

  209. CEO to Median Employee Pay Ratio

    Our Chief Executive Officer pay ratio is a reasonable estimate calculated in a manner consistent with SEC rules. Our methodology and process is explained below:

  210. CEO to Median Employee Pay Ratio

    | • | Determination of Employee Population. We determined that, as of December 31, 2023, our total employee population consisted of 1,258 individuals, consisting of full-time, part-time, and/or temporary workers, employed by the Company and the Bank. |

  211. CEO to Median Employee Pay Ratio

    | • | Identification of the Median Employee. We identified our median employee using the federal taxable income reported for that measurement period in Box 1 of Form W-2 for each employee. We chose Form W-2 because our employee population consisted solely of U.S. employees, and this compensation measure applies to all U.S. employees, allowing for accessibility and broad comparability. No full-time equivalent adjustments were made for part-time employees. |

  212. CEO to Median Employee Pay Ratio

    | | 83 | 2024 PROXY STATEMENT |

  213. CEO to Median Employee Pay Ratio

    | • | Calculation of Chief Executive Officer Pay Ratio. We calculated our median employee’s annual total compensation for 2023 according to the SEC’s instructions for preparing the “Summary Compensation Table”. We then calculated Mr. Kim’s total compensation for 2023 using the same approach to determine the pay ratio shown above. |

  214. CEO to Median Employee Pay Ratio

    The SEC’s rules for identifying the median compensated employee and calculating the pay ratio based on that employee’s annual total compensation allow companies to adopt a variety of methodologies, to apply certain exclusions, and to make reasonable estimates and assumptions that reflect their compensation practices. As such, the pay ratio reported by other companies may not be comparable to the pay ratio reported above, as other companies may have different employment and compensation practices and may utilize different methodologies, exclusions, estimates and assumptions in calculating their own pay ratios.

  215. Pay Versus Performance Disclosure

    Pay Versus Performance Disclosure In accordance with rules adopted by the SEC pursuant to the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010, we provide the following disclosure regarding SEC-defined executive “compensation actually paid” (“CAP”) for the fiscal years listed below in a pay versus performance (“PVP”) table. The PVP table shows CAP for Kevin S. Kim, our President & Chief Executive Officer, who has been identified the principal executive officer (“PEO”) and the average CAP for our other NEOs. Also as required by the SEC, this section compares CAP to various measures used to gauge performance at the Company. You should refer to our CD&A for a complete description of how executive compensation relates to Company performance and how the Compensation Committee makes its decisions. Compensation decisions are made independently of disclosure requirements.

  216. Pay Versus Performance Table – Compensation Definitions

    Pay Versus Performance Table – Compensation Definitions Salary, Bonus, Non-Equity Incentive Plan Compensation and All Other Compensation are each calculated in the same manner for purposes of both CAP and “Summary Compensation Table” (“SCT”) values. The primary difference between the calculation of CAP and SCT total compensation is the calculation of the value of “Stock Awards” and “Option Awards,” with the differences in how these awards are valued for purposes of SCT total and CAP described in the footnotes below.

  217. Pay Versus Performance Table

    Pay Versus Performance Table

  218. Pay Versus Performance Table

    | | | | | | Value of Initial Fixed $100 Investment Based on: | | | | | Year (1) | Summary Compensation Table total for PEO | Compensation actually paid to PEO (2)(3) | Average summary compensation table total for non-PEO NEOs (2) | Average compensation actually paid to non-PEO NEOs (2) | Total Stockholder Return | Peer Group Total Stockholder Return (3) | Net Income (in millions) | EPS | | 2023 | $3,007,465 | $2,127,017 | $725,042 | $664,419 | $99 | $116 | $134 | $1.11 | | 2022 | $3,560,324 | $3,098,642 | $776,244 | $710,168 | $99 | $116 | $218 | $1.81 | | 2021 | $3,356,442 | $3,886,346 | $872,446 | $996,037 | $110 | $125 | $205 | $1.66 | | 2020 | $2,823,802 | $2,122,078 | $822,295 | $670,951 | $78 | $91 | $112 | $0.90 |

  219. Pay Versus Performance Table

    | (1) The PEO and non-PEO NEOs are each indicated in the table below for each fiscal year. |

  220. Pay Versus Performance Table

    | Year | PEO | Non-PEO NEOs | | 2023 | Kevin S. Kim | Julianna Balicka, Kyu S. Kim, Peter Koh, Thomas P. Stenger, David Malone, Alex Ko | | 2022 | Kevin S. Kim | Kyu S. Kim, Peter J. Koh, Thomas P. Stenger, Alex Ko | | 2021 | Kevin S. Kim | David P. Malone, Kyu S. Kim, Thomas P. Stenger, Alex Ko | | 2020 | Kevin S. Kim | David P. Malone, Kyu S. Kim, Thomas P. Stenger, Alex Ko |

  221. Pay Versus Performance Table

    | 2024 PROXY STATEMENT | 84 | |

  222. Pay Versus Performance Table

    | (2) Amounts represent compensation actually paid to our PEO and the average compensation actually paid to our remaining NEOs for the relevant fiscal year, as determined under SEC rules (and described below). The CAP was calculated beginning with the PEO’s “Summary Compensation Table” total, and the average of the Non-PEO NEOs “Summary Compensation Table” total, with the following amounts being added or deducted from the applicable total compensation: |

  223. Pay Versus Performance Table

    | Adjustments from Summary Compensation Table | | Deduction for amounts reported under the “Stock Awards” column in the “Summary Compensation Table” (a) | Increase based on fair value of awards granted during the covered fiscal year that remain unvested as of year-end, determined as of year- end (b) | Increase based on fair value of awards granted during the covered fiscal year that vested during the year, determined as of the vesting date (b) | Increase (deduction) for change in fair value from prior year-end to current year-end of awards granted prior to year that were outstanding and unvested as of year-end of covered fiscal year (b) | Increase (deduction) for change in fair value from prior-year end to vesting date of awards granted prior to covered fiscal year that vested during the covered fiscal year (b) | Total Adjustments | | PEO | 2023 | $(1,234,428) | $967,339 | $1,003 | $(297,917) | $(316,445) | $(880,448) | | | 2022 | $(1,428,155) | $1,224,340 | — | $(287,720) | $29,852 | $(461,683) | | | 2021 | $(1,293,088) | $1,359,961 | — | $207,858 | $255,172 | $529,903 | | | 2020 | $(1,134,628) | $1,447,187 | — | $(748,484) | $(265,799) | $(701,724) | | Non-PEO NEOs | 2023 | $(164,274) | $170,363 | $1,001 | $(22,404) | $(45,308) | $(60,622) | | | 2022 | $(232,490) | $193,821 | $374 | $(37,420) | $9,639 | $(66,076) | | | 2021 | $(265,504) | $270,365 | — | $48,129 | $70,600 | $123,590 | | | 2020 | $(239,245) | $279,249 | — | $(136,321) | $(55,027) | $(151,344) |

  224. Pay Versus Performance Table

    | (a) Reflects the deduction of the aggregate grant date fair value of equity-based awards granted each year as reported in the Stock Awards column of the SCT for the applicable year, calculated in accordance with FASB ASC Topic 718. We did not grant any option awards during these years, so no deductions were made under the Stock Option column of the SCT. In addition, we do not sponsor or maintain any defined benefit pension plans and, therefore, no deduction was made related to pension value. Finally, certain performance awards granted in prior fiscal years failed to meet applicable vesting conditions during the applicable fiscal years, which is reflected in the adjustments. |

  225. Pay Versus Performance Table

    | (b) The fair value of stock awards was based on the closing price of the Company’s Common Stock at the relevant year-end or vesting dates and projected payout amounts based on expected performance ranging from 0%, threshold, target or maximum amounts of 150%. The closing price of the Company’s Common Stock on December 31, 2023, 2022, 2021 and 2020, was $12.08, $12.81, $14.71 and $10.91, respectively. With regards to the fair value of each LTIP performance based relative TSR award, the value was determined assuming the most probable outcome achieved using the Monte-Carlo simulation model, as well as projected payout amounts based on expected performance ranging from 0%, threshold, target or maximum amount of 150%. The below chart shows the fair value at December 31, 2023, 2022, 2021 and 2020, based on the Monte Carlo simulation model, as well as the grant date fair values based on the model: |

  226. Pay Versus Performance Table

    | | Fair Value as of December 31 | | | | Fair Value as of Grant Date | | Description of Award | 2023 | 2022 | 2021 | 2020 | | | 2023 LTIP (Performance-Based Relative TSR) | $10.60 | N/A | N/A | N/A | $8.21 | | 2022 LTIP (Performance-Based Relative TSR) | $10.17 | $10.02 | N/A | N/A | $17.21 | | 2021 LTIP (Performance-Based Relative TSR) | $12.08 | $12.77 | $15.78 | N/A | $16.09 | | 2020 LTIP (Performance-Based Relative TSR) | N/A | $12.81 | $11.60 | $7.86 | $5.77 |

  227. Pay Versus Performance Table

    | (3) The total stockholder return was determined using a $100 investment on December 31, 2019 and includes stock price appreciation, plus reinvested dividends as of December 31, 2020, and valued again on each of December 31, 2021, 2022 and 2023. The peer group total stockholder return was calculated in the same manner (which includes stock price appreciation, plus reinvested dividends) based on the cumulative total return of the KBW Nasdaq Regional Banking Index. |

  228. Pay Versus Performance Table

    | | 85 | 2024 PROXY STATEMENT |

  229. Pay Versus Performance: Graphical Description

    Pay Versus Performance: Graphical Description The illustrations below provide a graphical description of CAP (as calculated in accordance with the SEC rules) and the following measures:

  230. Pay Versus Performance: Graphical Description

    | • | the Company’s cumulative TSR and the Peer Group’s cumulative TSR; |

  231. Pay Versus Performance: Graphical Description

    | • | the Company’s Net Income; and |

  232. Pay Versus Performance: Graphical Description

    | • | the Company Selected Measure, which for the Company is EPS |

  233. Pay Versus Performance: Graphical Description

    | 2024 PROXY STATEMENT | 86 | |

  234. Pay Versus Performance: Graphical Description

    | | 87 | 2024 PROXY STATEMENT |

  235. Actions Required if any Director Nominee Does Not Receive the Required Majority Vote

    Actions Required if any Director Nominee Does Not Receive the Required Majority Vote Our directors are elected by a plurality-plus voting standard coupled with a mandatory resignation policy for director nominees who fail to achieve an affirmative majority of votes cast. Under this policy, if a director nominee for election (or re-election) as director in an uncontested election does not receive at least a majority of the votes cast at any meeting called for, among other things, the election of directors, at which a quorum has been confirmed, the director, duly elected in accordance with the requirements of the DGCL, shall promptly (and in any event within two business days following the election) tender his or her resignation from the Board (conditioned upon acceptance by the Board) to the Chair of the Nomination Committee with a copy to the Chairman of the Board. In the event that any director does not tender his or her conditional resignation in accordance with this policy, he or she will not be re-nominated by the Board for re-election at the next annual meeting.