Amended Statement of Changes in Beneficial Ownership (4/a)

FORM 4 [ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person ^* Fleshood John	2. Issuer Name and Ticker or Trading Symbol TRICO BANCSHARES / [ TCBK ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) EVP - Chief Operating Officer
(Last) (First) (Middle) 63 CONSTITUTION DRIVE	3. Date of Earliest Transaction (MM/DD/YYYY) 5/27/2021
(Street) CHICO, CA 95973 (City) (State) (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY) 6/1/2021	6. Individual or Joint/Group Filing (Check Applicable Line) _X _ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	5/27/2021		J⁽¹⁾		0	A	$0	18401.22	D
Common Stock	5/27/2021		J⁽¹⁾		0	A	$0	1033.41	I	By ESOP

*Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)*
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)			11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Unit	⁽²⁾	5/27/2021		A		3869 ⁽⁴⁾		⁽²⁾	⁽²⁾	Common Stock	3869 ⁽⁴⁾	$0	12975 ⁽⁴⁾	D
Performance Stock Unit	⁽³⁾	5/27/2021		A		3869 ⁽⁴⁾		⁽³⁾	⁽³⁾	Common Stock	3869 ⁽⁴⁾	$0	14345 ⁽⁴⁾	D

Explanation of Responses:
(1)	No transaction occurred among these shares. Intended only to reflect number of shares beneficially owned.
(2)	Restricted Stock Unit (RSU) award that vests 25% per year over a four-year beginning on May 27, 2021. Cash dividends on RSUs are reinvested in additional units at fair market value on the date of a dividend payment on Issuer common stock. Per share value of RSUs on date of grant was $46.52 (based on the 30-day average closing price of Issuers common stock on May 21, 2021).
(3)	Performance-based restricted stock unit (PSU) grant that cliff vests after three years between 0% and 150% of the target number of shares (the number of shares listed in box 5) based on the Issuers total stockholder return relative to the KBW Regional Banking Index.
(4)	Amended form 4 filing due to incorrect number of shares awarded for RSU and PSU.

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Fleshood John 63 CONSTITUTION DRIVE CHICO, CA 95973			EVP - Chief Operating Officer