Gruseke Christopher R 4

What Happened

• Christopher R. Gruseke, CEO of Bankwell Financial Group (BWFG), reported three transactions on 2026-02-09: two awards (total 9,170 shares) and the disposition of 5,056 shares for about $251,738. The sale proceeds were roughly $49.79 per share (reported price range $49.38–$50.27).
• The awards consist of a 7,654-share grant under the 2022 Stock Plan (mix of restricted and performance-restricted stock) and 1,516 shares that were granted and vested on 2026-02-09 (related to 2023–2024 additional performance shares). The 5,056 shares were withheld/sold through the company’s cashless stock exercise/withholding program to cover tax withholding tied to vesting.

Key Details

• Transaction date: 2026-02-09; Form filed: 2026-02-11 (appears timely).
• Sale: 5,056 shares disposed at reported price ~$49.79 (range $49.38–$50.27) for about $251,738.
• Awards: 7,654 shares granted (3,827 restricted — vest in three equal annual installments beginning 2/7/2027; 3,827 performance restricted with a three-year cliff vesting 2/7/2029 if goals met). Plus 1,516 shares granted and vested immediately on 2/9/2026.
• Tax withholding: 5,056 shares were withheld/sold to cover tax liability for vesting (footnote states this covered taxes on a total of 11,265 shares).
• Shares reported owned: 62,287 shares reported as owned jointly with spouse on the Form 4.

Context

• This was not an opportunistic open-market sale but a company-sponsored cashless withholding/sale to satisfy taxes on vested awards — a routine administrative transaction that is common when equity grants vest.
• The awards include both time-based restricted stock and performance-based shares that may vest only if targets are met; performance shares have multi-year vesting cliffs (2029 for the 3-year performance tranche).