ATWELL ROBERT BRUCE 4

4 · NICOLET BANKSHARES INC · Filed Mar 9, 2026

AI-generated summary of this filing

Updated Mar 9, 2026

Nicolet (NIC) Director Robert Atwell Exercises Options, Sells Shares

What Happened

Robert B. Atwell, a director of Nicolet Bankshares, exercised options to acquire 10,000 shares at $56.43 per share (total cash cost $564,300) on March 5, 2026. On the same date he disposed of a total of 10,000 shares in several transactions — 6,669 shares withheld/used to cover tax liability and 3,331 shares sold in the open market — generating aggregate proceeds of about $1,515,109. The transactions are reported as option exercise (code M), tax withholding/payment (code F) and open-market sales (code S).
This looks like an exercise followed by share dispositions to satisfy tax obligations and to realize proceeds (a common cashless exercise pattern). The filing shows the exercise and sales occurred the same day.

Key Details

Transaction date: March 5, 2026; Form 4 filed March 9, 2026 (timely).
Option exercise: 10,000 shares acquired @ $56.43 each = $564,300.
Dispositions on March 5, 2026 (total disposed = 10,000 shares; total proceeds ≈ $1,515,109):
- 6,669 shares surrendered/used to pay taxes @ weighted avg $151.93 (≈ $1,013,221) — footnote F1 (price range $149.795–$150.920).
- 2,815 shares sold in market @ $150.52 = $423,714; 400 shares @ $151.34 = $60,536; 116 shares @ $152.05 = $17,638 — weighted averages and ranges in footnote F2 (prices $150.960–$151.790).
- One derivative reporting line shows 10,000 shares disposed @ $0 (reflects the derivative instrument result of the exercise).
Net cash difference (proceeds minus exercise cost) ≈ $950,809 (approximate).
Shares owned after transaction: not specified in the provided filing extract.
Notable footnotes:
- F1/F2: Sales reported as weighted-average prices; detailed per-price breakdowns available on request.
- F3: Nonqualified options vested in installments and are currently exercisable as to 57,500 shares.
Filing timeliness: Reported March 9 for March 5 transactions — within the two-business-day Form 4 deadline.

Context

For retail investors: this is a routine insider exercise and subsequent share disposition to cover tax liabilities and take proceeds. The combination of an M (exercise), F (tax withholding), and S (open-market sale) codes is a typical cashless exercise pattern rather than an unrelated directional bet.
The filing does not indicate a 10% owner transaction or an award/grant; it documents option exercise and sales by a director.

Form 4

Period: 2026-03-05

Director

Transactions

Exercise/Conversion
Common Stock
2026-03-05$56.43/sh+10,000$564,300→ 44,054 total
Tax Payment
Common Stock
2026-03-05$151.93/sh−6,669$1,013,221→ 37,385 total
Sale
Common Stock
[F1]
2026-03-05$150.52/sh−2,815$423,714→ 34,570 total
Sale
Common Stock
[F2]
2026-03-05$151.34/sh−400$60,536→ 34,170 total
Sale
Common Stock
2026-03-05$152.05/sh−116$17,638→ 34,054 total
Exercise/Conversion
Stock Option (Right to Buy)
[F3]
2026-03-05−10,000→ 57,500 total
Exercise: $56.43Exp: 2027-11-01→ Common Stock (10,000 underlying)

Holdings

Common Stock
(indirect: by Nicolet National Bank Deferred Compensation Plan For Non-employee Directors)
554.562

Footnotes (3)

[F1]The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $149.795 to $150.920, inclusive. Mr. Atwell undertakes to provide to Nicolet Bankshares, Inc., any security holder of Nicolet Bankshares, Inc., or the staff of the Securities and Exchange Commission upon request, full information regarding the number of shares at each separate price within the range set forth in footnote (1) to this Form 4.
[F2]The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $150.960 to $151.790, inclusive. Mr. Atwell undertakes to provide to Nicolet Bankshares, Inc., any security holder of Nicolet Bankshares, Inc., or the staff of the Securities and Exchange Commission upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (2) to this Form 4.
[F3]The nonqualified options vested in five annual installments of 13,500 shares on November 1 of each year, beginning on November 1, 2018, and fully vested on November 1, 2022. The nonqualified options are currently exercisable as to 57,500.

Signature

/s/ H. Phillip Moore, Jr., as attorney-in-fact for Robert B. Atwell|2026-03-09

1 file