Giorgio Michael Louis 4

4 · MVB FINANCIAL CORP · Filed May 5, 2026

AI-generated summary of this filing

Updated May 6, 2026

MVB Financial (MVBF) CIO/COO Giorgio Louis Receives RSUs; 947 Withheld

What Happened

Giorgio Michael Louis, Chief Investment Officer and Chief Operating Officer of MVB Financial (MVBF), had multiple restricted stock unit (RSU) transactions on May 1, 2026. He was issued/received a total of 17,018 shares from RSU vesting and new RSU grants (1,267 + 1,359 + 4,064 + 10,328). To cover tax obligations, 947 shares were withheld at $25.68 per share for a tax payment of $24,319; an additional 2,514 shares appear as conversions/exercises that were disposed (1,189 + 1,325) as part of the same activity. These transactions are vesting/award-related, not open-market purchases or sales.

Key Details

Transaction date: May 1, 2026; Form 4 filed May 5, 2026 (timely).
Actions reported: multiple exercise/conversions of derivative securities (code M), grant/award acquisitions (code A), and tax withholding/disposition (code F).
Share counts and values:
- Shares issued/received (acquired): 1,267; 1,359; 4,064; 10,328 (all at $0, RSU/derivative settlement).
- Shares disposed/withheld: 947 shares withheld for taxes at $25.68 = $24,319; plus 1,189 and 1,325 shares shown as disposed in derivative conversions (no cash value listed).
- Net from these entries: +13,557 shares (17,018 acquired − 3,461 disposed/withheld).
Shares owned after the transaction: not provided in the excerpt of the filing.
Footnotes: vesting includes 1/3 of time-based RSUs from May 1, 2024 and May 1, 2025 grants (F1, F3); some shares include dividend equivalents (78 and 34 shares; F2, F4). RSUs are under the 2022 Stock Incentive Plan with a three-year graded vesting schedule (F5). New RSUs awarded May 1, 2026 vest over a three‑year period beginning May 1, 2027 (F6).
Filing timeliness: Filed May 5, 2026 for May 1 transactions — appears timely (Form 4 due within two business days).

Context

These entries reflect RSU vesting/settlement and related tax-withholding rather than an open-market sale or purchase. The withheld 947 shares represent shares surrendered to satisfy tax obligations (a routine administrative step), not a market sale indicating investment intent. Derivative code M indicates conversion/exercise of derivative securities (here RSU/award settlements).

Form 4

Period: 2026-05-01

CIO and COO

Transactions

Exercise/Conversion
Common Stock
[F1][F2]
2026-05-01+1,267→ 9,561 total
Exercise/Conversion
Common Stock
[F3][F4]
2026-05-01+1,359→ 10,920 total
Tax Payment
Common Stock
2026-05-01$25.68/sh−947$24,319→ 9,973 total
Exercise/Conversion
RSU - Time-Vested Award
[F5]
2026-05-01−1,189→ 1,190 total
Exercise: $0.00From: 2025-05-01→ Common Stock (1,189 underlying)
Exercise/Conversion
RSU - Time-Vested Award
[F5]
2026-05-01−1,325→ 2,652 total
Exercise: $0.00From: 2026-05-01→ Common Stock (1,325 underlying)
Award
RSU - Time-Vested Award
[F5]
2026-05-01+4,064→ 4,064 total
Exercise: $0.00From: 2027-05-01→ Common Stock (4,064 underlying)
Award
RSU - Time-Vested Award
[F6]
2026-05-01+10,328→ 20,656 total
Exercise: $0.00From: 2027-05-01→ Common Stock (10,328 underlying)

Footnotes (6)

[F1]1/3 of the time-based restricted stock units, granted May 1, 2024, have vested and shares are being issued.
[F2]Includes 78 dividend equivalent shares accrued since the time of grant.
[F3]1/3 of the time-based restricted stock units, granted May 1, 2025, have vested and shares are being issued.
[F4]Includes 34 dividend equivalent shares accrued since the time of grant.
[F5]The restricted stock units were granted pursuant to the 2022 Stock Incentive Plan and have a three-year graded vesting schedule assuming continued employment with the Company.
[F6]RSUs awarded on May1, 2026 that vest over a three-year period May 1, 2027.

Signature

Lisa McCormick By POA from Michael Louis Giorgio|2026-05-05

2 files