SCHEDULE: Seidman Group Secures Key Regulatory Approvals to Increase Bankwell Financial Stake to Nearly 15%

An investor group led by Lawrence B. Seidman has received all necessary regulatory approvals from Connecticut and the Federal Reserve to increase its beneficial ownership in Bankwell Financial Group Inc. up to 14.99% of the outstanding common stock.

Summary

• The reporting persons, led by Lawrence B. Seidman, collectively beneficially own 748,994 shares of Bankwell Financial Group Inc. common stock, representing approximately 9.51% of the 7,873,387 shares outstanding as of April 30, 2025.
• The aggregate purchase cost for these shares is approximately $20,268,045, including brokerage commissions, funded primarily through working capital.
• On May 13, 2025, the group received approval from the State of Connecticut Department of Banking to purchase up to 14.99% of the Issuer's voting securities.
• On June 30, 2025, the Federal Reserve Bank of New York provided notice of non-disapproval for the Notice of Change in Control, allowing the group to acquire up to 14.99% of the Issuer's securities.
• All required regulatory approvals have now been obtained for the reporting persons to increase their stake up to 14.99%.
• Lawrence B. Seidman received 550 shares of restricted stock on June 6, 2025, at a cost of $35.67 per share, granted pursuant to the Issuer's Stock Plan.

Sentiment

Score: 8

Explanation: The sentiment is highly positive as the investor group successfully secured all critical regulatory approvals to significantly increase their stake, achieving their stated objective.

Positives

• The investor group successfully obtained all necessary regulatory approvals from both the State of Connecticut Department of Banking and the Federal Reserve Bank of New York to increase their ownership stake in Bankwell Financial Group Inc. up to 14.99%.
• The completion of regulatory approvals removes a significant hurdle for the investor group to potentially increase its influence and stake in the company.

Future Outlook

The reporting persons now have all required regulatory approvals to acquire up to 14.99% of Bankwell Financial Group Inc.'s securities, indicating a potential for increased ownership and influence in the future.

Industry Context

This filing pertains to an investor group's increased stake in a financial institution, Bankwell Financial Group Inc. Regulatory approvals from state banking departments and the Federal Reserve are standard and critical steps for any significant change in control or ownership in the highly regulated banking sector. The successful acquisition of these approvals indicates the investor group's compliance and strategic intent within the financial services industry.

Related Party Transactions

• Lawrence B. Seidman received 550 shares of restricted stock on June 6, 2025, at $35.67 per share, granted pursuant to the Issuer's Stock Plan.

Stakeholder Impact

• Shareholders: Potential for increased investor influence and possible strategic shifts due to a significant investor group increasing its stake.
• Management: May face increased engagement or pressure from the investor group as their ownership and influence grow.

Next Steps

• The reporting persons are now authorized to acquire additional shares of Bankwell Financial Group Inc. common stock, up to a total beneficial ownership of 14.99%.

Key Dates

Keywords

Bankwell Financial Group, SEC filing, Schedule 13D, beneficial ownership, regulatory approval, change in control, banking, financial services, investor group, Lawrence B. Seidman