Gotelli Robert 4

4 · Bank of Marin Bancorp · Filed Mar 27, 2026

AI-generated summary of this filing

Updated Mar 27, 2026

Bank of Marin (BMRC) EVP Robert Gotelli Forfeits 2,212 Shares

What Happened

Robert Gotelli, Executive Vice President of Bank of Marin Bancorp (BMRC), had 2,212 performance-based restricted shares forfeited on March 25, 2026. The shares were cancelled for no consideration (transaction reported at $0.00), reflecting a 0% payout on the performance award.

Key Details

Transaction date: 2026-03-25; Report filed: 2026-03-27 (timely filing).
Transaction type/code: "Other acquisition or disposition (J)" — recorded as a disposition with $0.00 proceeds.
Shares affected: 2,212 performance-based restricted shares forfeited.
Shares owned after transaction: not provided in the supplied filing details.
Footnote F1: Confirms these were 2023 performance-based restricted shares with a three-year cliff vesting; performance goals were not met so all shares were forfeited with no payout.
Other footnotes (F2–F4) on the filing describe vesting/exercise schedules for other awards but do not pertain to this forfeiture.

Context

This was not a market sale or purchase and therefore does not signal a buy/sell decision by the insider — it reflects contractually driven cancellation due to unmet performance criteria. For retail investors, forfeitures are administrative outcomes of compensation plans rather than direct insider market activity.

Form 4

Period: 2026-03-25

EXECUTIVE VICE PRESIDENT

Transactions

Holdings

Common Stock
38,672
Common Stock
(indirect: By ESOP)
17,151.049
Stock Options (Right to Buy)
[F2]
Exercise: $22.94Exp: 2024-04-01→ Common Stock (1,300 underlying)
1,300
Stock Options (Right to Buy)
[F3]
Exercise: $25.38Exp: 2025-03-02→ Common Stock (2,200 underlying)
2,200
Stock Options (Right to Buy)
[F3]
Exercise: $24.83Exp: 2026-03-01→ Common Stock (2,400 underlying)
1,200
Stock Options (Right to Buy)
[F3]
Exercise: $34.80Exp: 2027-03-01→ Common Stock (1,560 underlying)
1,560
Stock Options (Right to Buy)
[F3]
Exercise: $33.58Exp: 2028-03-01→ Common Stock (1,740 underlying)
1,740
Stock Options (Right to Buy)
[F4]
Exercise: $33.58Exp: 2028-03-01→ Common Stock (980 underlying)
980
Stock Options (Right to Buy)
[F3]
Exercise: $44.45Exp: 2029-03-01→ Common Stock (1,580 underlying)
1,580
Stock Options (Right to Buy)
[F3]
Exercise: $40.10Exp: 2030-03-02→ Common Stock (1,770 underlying)
1,770
Stock Options (Right to Buy)
[F3]
Exercise: $38.25Exp: 2031-03-01→ Common Stock (1,153 underlying)
1,153
Stock Options (Right to Buy)
Exercise: $38.11From: 2021-10-29Exp: 2031-10-29→ Common Stock (1,429 underlying)
1,429
Stock Options (Right to Buy)
[F3]
Exercise: $34.03Exp: 2032-03-01→ Common Stock (1,944 underlying)
1,944

Footnotes (4)

[F1]Represents forfeiture and cancellation of performance-based restricted shares granted in 2023 that were issued at grant and subject to three-year cliff vesting. Performance goals were not achieved, resulting in a 0% payout and forfeiture of all shares for no consideration.
[F2]Exercisable 20% per year beginning on first anniversary date of grant.
[F3]Exercisable 33% per year beginning on first anniversary date of grant.
[F4]Exercisable 33% immediately, then 33% per year beginning on first anniversary date of grant.

Signature

/s/ Krissy Meyer, Attorney-in-Fact|2026-03-27

1 file