Lorenson Katie A 4
4 · ALERUS FINANCIAL CORP · Filed Mar 2, 2026
Research Summary
AI-generated summary of this filing
Alerus (ALRS) CEO Katie Lorenson Receives 19,022-Share Award
What Happened
Katie A. Lorenson, CEO of Alerus Financial Corp (ALRS), received 19,022 shares on February 26, 2026 as restricted stock units (RSUs) vested/converted into common stock. Of those shares, 2,866 were withheld to cover tax liabilities at $25.45 per share (total tax withholding of $72,940). The vesting included performance-based units (8,359 target units paid at 112% = 9,363 shares) that converted upon certification by the compensation committee. Net to Ms. Lorenson after withholding: approximately 16,156 newly issued shares added to her holdings. There was no open-market sale by Ms. Lorenson (only tax-withholding).
Key Details
- Transaction date: February 26, 2026; Form 4 filed March 2, 2026 (filed within the two-business-day reporting window).
- What was reported:
- Grant/Award (A): 19,022 RSUs converted to common shares (acquired at $0).
- Exercise/Conversion (M): 9,363 RSUs converted (performance-based portion).
- Tax withholding (F): 2,866 shares withheld at $25.45 per share to cover taxes (withheld value $72,940).
- Net new shares added: 19,022 − 2,866 = 16,156 shares.
- Shares noted in footnotes: filing references 3,263 shares of restricted stock and 11,626 shares held jointly with spouse; ESOP allocations since last report are also reflected. The filing does not list a single-line total beneficial ownership after the transaction in the excerpt provided.
- Notable footnotes: performance RSUs granted Feb 21, 2023 vested with a 112% payout (F1); RSUs convert 1:1 to common stock (F2); shares were withheld to pay tax liability upon vesting (F4). Also includes time-based and performance-based components with future vesting schedules for other awards (F6–F7).
Context
- These were vesting/conversion events of RSUs (awards), not open-market purchases or voluntary sales. Tax-withholding via share retention is routine when RSUs vest and does not imply a market-sale decision.
- Performance-based RSUs were certified by the compensation committee and paid above target (112%), yielding the 9,363-share performance payout noted in the filing.
Insider Transaction Report
Form 4
Lorenson Katie A
DirectorChief Executive Officer
Transactions
- Exercise/Conversion
Common Stock
[F1][F2][F3]2026-02-26+9,363→ 61,397 total - Tax Payment
Common Stock
[F4][F3]2026-02-26$25.45/sh−2,866$72,940→ 58,531 total - Exercise/Conversion
Restricted Stock Units
[F2][F1]2026-02-26−9,363→ 0 total→ Common Stock (9,363 underlying) - Award
Restricted Stock Units
[F2][F6][F7]2026-02-26+19,022→ 19,022 total→ Common Stock (19,022 underlying)
Holdings
- 6,640.457(indirect: By the Alerus Financial Corporation Employee Stock Ownership Program)
Common Stock
[F5]
Footnotes (7)
- [F1]On February 21, 2023, the reporting person was granted 8,359 performance-based restricted stock units, vesting upon Alerus Financial Corporation Compensation Committee certification of established total net income goals. The payout could be increased to 150% of target or reduced to 0% based on achievement of the applicable metric. The Alerus Financial Corporation Compensation Committee certified the payout at 112% and the performance-based restricted stock units vested on February 26, 2026.
- [F2]Restricted stock units convert into common stock on a one-for-one basis.
- [F3]Includes 3,263 shares of restricted stock and 11,626 shares held jointly with Ms. Lorenson's spouse.
- [F4]Shares withheld upon vesting of restricted stock units for payment of tax liability.
- [F5]Reflects ESOP allocations that have occurred since the date of the reporting person's last ownership report.
- [F6]Includes 7,609 restricted stock units that have time-based vesting components. Includes 11,413 restricted stock units that have performance-based vesting components.
- [F7]The time-based restricted stock units vest on February 26, 2029. The performance-based restricted stock units vest upon Alerus Financial Corporation Compensation Committee certification of certain relative cumulative EPS and ROE performance period goals, provided that such certification date occurs no later than March 15, 2029. The payout for performance-based restricted stock units could be increased to 150% of target or reduced to 0% based on achievement of the applicable metrics.
Signature
/s/ Nicholas Brenckman, by power of attorney|2026-03-02