Form 4: Alerus Financial Director Randy Newman Boosts Stake Through Equity Award

Alerus Financial Corp. Director Randy L. Newman acquired 2,354 shares of common stock as an annual director award, increasing his total beneficial ownership to over 800,000 shares.

Summary

• Randy L. Newman, a Director of Alerus Financial Corp. (ALRS), acquired 2,354 shares of common stock on May 22, 2025.
• The acquisition was an annual director award issued under the Alerus Financial Corporation 2019 Equity Incentive Plan, with a transaction price of $0 per share.
• Following this transaction, Mr. Newman's direct beneficial ownership stands at 308,114 shares, which includes 2,354 shares of restricted stock, 1,814 shares held jointly with his spouse, and 97,629 shares previously owned indirectly by the Alerus Financial Corporation Employee Stock Ownership Plan.
• His indirect beneficial ownership includes 156,705 shares held by the Anita D. Newman Revocable Living Trust, 339,765 shares held by the Anita D. Newman 2021 GST Trust (where Mr. Newman is a beneficiary and trustee with sole voting and investment power), and 2,000 shares held by his spouse.
• The total beneficial ownership reported by Mr. Newman across direct and indirect holdings is 806,584 shares.

Sentiment

Score: 6

Explanation: The sentiment is slightly positive as it indicates a director's increased stake in the company, aligning their interests with shareholders. However, it's a routine compensation event rather than a discretionary purchase, limiting its overall positive impact.

Positives

• The acquisition of shares by a director, even as an award, aligns management's interests with those of shareholders, potentially indicating confidence in the company's future performance.
• The transaction was conducted under an existing equity incentive plan, demonstrating a structured approach to director compensation and retention.

Future Outlook

NA

Management Comments

• The shares were acquired pursuant to an annual director award issued under the Alerus Financial Corporation 2019 Equity Incentive Plan.

Industry Context

This filing is a routine disclosure of insider stock ownership changes, common across all publicly traded companies, particularly in the financial services sector where executive and director compensation often includes equity awards to align interests with shareholders.

Related Party Transactions

• Indirect beneficial ownership includes shares held by the Anita D. Newman Revocable Living Trust (where Mr. Newman's spouse is the trustee) and the Anita D. Newman 2021 GST Trust (where Mr. Newman is a beneficiary and trustee).
• Shares are also held indirectly by Mr. Newman's spouse.

Stakeholder Impact

• Shareholders: The increase in director ownership through an equity award can be seen as a positive signal, aligning the director's financial interests with the long-term performance of the company, potentially benefiting shareholders.

Key Dates

Keywords

Alerus Financial Corp, ALRS, Randy L. Newman, Director, Insider Trading, Beneficial Ownership, Equity Incentive Plan, Stock Award, SEC Form 4, Financial Services