Affinity Bancshares (AFBI) 10% Owner Kenneth R. Lehman Sells Shares

What Happened

• Kenneth R. Lehman, reported as a 10% owner of Affinity Bancshares, disposed of a total of 817,322 shares (772,006 + 45,316) on 2026-08-01. Per the filing footnote, each share was converted into the right to receive $23.00 in cash under a merger agreement, implying total consideration of $817,322 × $23.00 = $18,798,406.
• These were dispositions to the issuer (transaction code D) as part of the Agreement and Plan of Merger — this is a corporate merger cash-out, not an open-market sale driven by the insider’s trading decision.

Key Details

• Transaction date: 2026-08-01; Filing date (Form 4): 2026-08-06.
• Shares disposed: 772,006 and 45,316 (total 817,322). Price per share: $23.00 (per merger agreement footnote). Total cash received: $18,798,406.
• Transaction type/code: D (Disposition to the issuer) under the Merger Agreement dated March 30, 2026.
• Shares owned after the transaction: not specified in the provided excerpt of the filing.
• Filing timeliness: the Form 4 was filed five days after the transaction date; this appears to be later than the typical two-business-day Form 4 reporting window and may warrant note by compliance observers.

Context

• This transaction reflects the cash-out conversion of shares under a merger (each share converted to $23.00 cash). Such corporate-action dispositions are routine outcomes of M&A and do not carry the same interpretive weight as an open-market sale by an insider expressing personal sentiment.
• As a 10% owner (institutional/large holder status), Lehman’s reported disposition here is part of the corporate transaction structure rather than a typical insider buy/sell decision.