SEVP - Chief Financial Officer Calderon Sharymar converted options into 3,970 shares and covered exercise/tax liability with 967 shares, increasing direct ownership by 32% to 12,420 units (SEC Form 4)
$AMTB
Major Banks
Finance
| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Amerant Bancorp Inc. [ AMTB ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 06/02/2025 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Class A Common Stock | 06/02/2025 | M | 3,970 | A | $0(1) | 13,387.2 | D | |||
| Class A Common Stock | 06/02/2025 | F | 967(2) | D | $17.25 | 12,420.2 | D | |||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Restricted Stock Units | $0(1) | 06/02/2025 | M | 1,868 | (3) | (3) | Class A Common Stock | 1,868 | $0 | 1,869 | D | ||||
| Restricted Stock Units LTI 2023 | $0(1) | 06/02/2025 | M | 2,102 | (4) | (4) | Class A Common Stock | 2,102 | $0 | 2,936(5) | D | ||||
| Explanation of Responses: |
| 1. Each restricted stock unit ("RSU") is the economic equivalent of one share of Class A Common Stock. |
| 2. Reflects the shares of Class A Common Stock that were surrendered in order to satisfy the reporting person's tax withholding obligation upon the vesting of RSUs. |
| 3. On June 1, 2023, Ms. Calderon was awarded 5,605 RSUs in connection with a sign-on grant related to Ms. Calderon's appointment as EVP, Chief Financial Officer. Each RSU represents the right to receive, following vesting, one share of Class A Common Stock. The RSUs vest in substantially equal installments on each of the first three anniversaries of the date of grant, provided that Ms. Calderon remains in the continuous service of the Company or a subsidiary through each such date. Since the second anniversary of the date of grant was on Sunday, June 1, 2025, the vesting ocurred on Monday, June 2, 2025, the next business day. |
| 4. On June 1, 2023, Ms. Calderon was awarded 6,306 RSUs under the 2023-2025 Long Term Incentive Plan. Each RSU represents the right to receive, following vesting, one share of Class A common stock. The award vests in substantially equal installments on each of the first three anniversaries of the date of grant, provided that Ms. Calderon remains in the continuous service of the Company or a subsidiary through each such date. Since the second anniversary of the date of grant was on Sunday, June 1, 2025, the vesting ocurred on Monday, June 2, 2025, the next business day. |
| 5. Includes 834 unvested RSUs awarded to Ms. Calderon on February 16, 2023. |
| Remarks: |
| /s/ Julio V. Pena, as Attorney-in-Fact for Sharymar Calderon | 06/03/2025 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||