Form 4: Amerant Bancorp CRO Capriles Reports RSU Vesting, New Awards

Amerant Bancorp Inc.'s Chief Risk Officer, Alberto Capriles, reported the vesting of restricted stock units and new equity awards, alongside shares surrendered for tax obligations.

Summary

• Alberto Capriles, SEVP Chief Risk Officer of Amerant Bancorp Inc. (AMTB), reported transactions related to his equity holdings.
• On February 17, 2026, 3,656 shares of Class A Common Stock were acquired due to the vesting of previously awarded Restricted Stock Units (RSUs).
• This acquisition included 1,573 RSUs from the 2023 Long-Term Incentive (LTI) award and 2,083 RSUs from the 2024 LTI award.
• Concurrently, 1,023 shares of Class A Common Stock were disposed of at a price of $22.73 per share to satisfy tax withholding obligations upon the RSU vesting.
• Following these transactions, Capriles directly beneficially owns 37,797.79 shares of Class A Common Stock.
• Capriles also received new awards on February 17, 2026, including 6,183 Restricted Stock Units (LTI 2026) and 6,183 Performance-Based Restricted Stock Units (LTI 2026).
• The performance-based RSUs are subject to achievement of Relative Adjusted Return on Average Tangible Common Equity and Relative Total Shareholder Return over a three-year period (January 1, 2026, to December 31, 2028), with potential payouts ranging from 40% to 180% of the target number.
• The vesting of the 2023 and 2024 LTI RSUs occurred on February 17, 2026, instead of February 16, 2026, due to the latter being a federal holiday.
• His beneficial ownership of derivative securities now includes 2,083 LTI 2024 RSUs, 6,183 LTI 2026 RSUs, and 6,183 LTI 2026 Performance-Based RSUs.

Sentiment

Score: 7

Explanation: StockSavvy.ai views this as a moderately positive event for the executive, reflecting continued long-term incentive compensation and alignment with company performance, despite the routine tax-related share disposition.

Positives

• Alberto Capriles received 3,656 shares of Class A Common Stock from the vesting of previously awarded Restricted Stock Units, increasing his direct equity stake.
• Capriles was awarded new equity incentives, including 6,183 Restricted Stock Units (LTI 2026) and 6,183 Performance-Based Restricted Stock Units (LTI 2026), aligning his interests with long-term company performance.
• The performance-based RSUs offer potential for significant upside, ranging from 40% to 180% of the target number based on company performance metrics.

Negatives

• 1,023 shares of Class A Common Stock were surrendered to cover tax withholding obligations, reducing the net shares received from vesting.

Risks

• The actual number of shares earned from Performance-Based Restricted Stock Units (LTI 2026) is contingent on achieving specific performance targets related to Relative Adjusted Return on Average Tangible Common Equity and Relative Total Shareholder Return, introducing variability to future compensation.

Future Outlook

Alberto Capriles' future compensation includes significant equity awards, with new Restricted Stock Units and Performance-Based Restricted Stock Units vesting in substantially equal installments over the next three years, contingent on his continuous service and the company's achievement of specific financial and shareholder return targets through December 31, 2028.

Industry Context

StockSavvy.ai notes that the granting of long-term incentive equity awards, including both time-based and performance-based restricted stock units, is a standard practice in the financial services industry to align executive compensation with shareholder interests and encourage retention. This filing reflects a routine compensation event for a senior executive.

Stakeholder Impact

• Shareholders: The new equity awards align the Chief Risk Officer's interests with long-term shareholder value creation, particularly through performance-based units.
• Employees: The filing details executive compensation practices, which can influence broader employee incentive structures.

Next Steps

• Future vesting of LTI 2026 Restricted Stock Units in substantially equal installments on the first three anniversaries of the grant date (February 17, 2026).
• Future determination of earned shares for LTI 2026 Performance-Based Restricted Stock Units based on company performance from January 1, 2026, to December 31, 2028.

Key Dates

Keywords

Amerant Bancorp, AMTB, Form 4, insider transaction, Restricted Stock Units, Performance Stock Units, executive compensation, equity awards, Chief Risk Officer, stock vesting