Zernick Thomas Gerard 4

What Happened

• Thomas Gerard Zernick, a director of BayFirst Financial Corp. (BAFN), reported an acquisition of 226.833 shares on May 7, 2026 at $6.61 per share (total ~$1,500). This purchase was made through the issuer's Non‑Qualified Stock Purchase Plan (see footnote F1).
• The filing also reports a disposition of 0.224 shares on February 19, 2026 at $6.64 per share (total ~$1), representing the sale of a fractional share tied to the termination/distribution of the BayFirst National Bank ESOP (footnote F2).

Key Details

• Transaction dates and prices: Feb 19, 2026 — 0.224 shares at $6.64 (disposed, ~$1); May 7, 2026 — 226.833 shares at $6.61 (acquired, ~$1,500).
• Reported as "Other acquisition or disposition (J)" on the Form 4.
• Shares owned after the reported transactions: not disclosed in this filing.
• Footnotes: F1 = purchase made via the company’s Non‑Qualified Stock Purchase Plan; F2 = ESOP-held shares were distributed and fractional shares were sold as part of ESOP termination.
• Filing timeliness: Form 4 was filed on May 11, 2026 covering transactions on Feb 19 and May 7; this appears to be after the standard two-business-day reporting window.

Context

• The May 7 purchase is small (about $1.5k) and came through an employee purchase plan, which is often routine. The Feb 19 disposition was a fractional-share sale tied to ESOP distribution, not an independent open‑market sell order. These moves are factual events; they do not by themselves indicate a change in company outlook.