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ALERUS FINANCIAL CORP·4

Mar 2, 4:09 PM ET

Lorenson Katie A 4

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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.