Form 4: Byline Bancorp CRO Gains Shares, Adjusts Holdings

Byline Bancorp's Chief Risk Officer, Michelle Lynn Johnson, reported acquisitions of common stock through vesting and related tax-driven dispositions.

Summary

• Michelle Lynn Johnson, Chief Risk Officer of Byline Bancorp, Inc. (BY), reported multiple transactions involving the company's common stock.
• On February 22, 2026, Johnson acquired 2,367 shares of common stock through the performance-vesting of a previously awarded grant.
• Concurrently, 702 shares of common stock were disposed of at a price of $33.13 per share, likely for tax withholding related to the vesting.
• Johnson also acquired 2,065 restricted shares of common stock, which are subject to time-vesting over three years, contingent on continued employment.
• An additional 637 shares of common stock were disposed of at $33.13 per share, also for tax withholding purposes.
• Following these transactions, Johnson's direct beneficial ownership of Byline Bancorp common stock stands at 11,058 shares.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral event, reflecting standard executive compensation practices and not indicating any new strategic or operational developments for Byline Bancorp.

Positives

• The acquisition of 2,367 shares through performance-vesting indicates the achievement of previously set performance targets.
• The grant of 2,065 restricted shares, vesting over three years, aligns management's long-term interests with shareholder value and promotes retention.

Future Outlook

The acquisition of 2,065 restricted shares that will time vest over three years implies an expectation of continued employment for the Chief Risk Officer with Byline Bancorp.

Management Comments

• The transactions reflect the execution of previously established equity compensation plans, including performance-based vesting and time-based restricted stock grants.

Industry Context

StockSavvy.ai notes these transactions are routine for executive compensation within the financial services industry, serving to align management's long-term interests with those of shareholders and to retain key talent. Such equity grants are a standard component of executive pay packages.

Comparison to Industry Standards

• These types of equity grants and tax-related dispositions are standard practice for executive compensation across the banking industry, comparable to practices at regional banks like Wintrust Financial (WTFC) or Old National Bancorp (ONB).
• The use of both performance-vesting and time-vesting shares is a common strategy to incentivize both short-term performance and long-term retention, consistent with corporate governance best practices in the sector.

Stakeholder Impact

• Shareholders benefit from the continued alignment of the Chief Risk Officer's interests with the company's long-term performance through equity ownership.
• The Chief Risk Officer receives compensation in the form of company stock, incentivizing performance and retention.

Next Steps

• The 2,065 restricted shares will continue to vest over the next three years, subject to Michelle Lynn Johnson's continued employment with Byline Bancorp.

Key Dates

Recommendation

This Form 4 filing details routine executive compensation transactions, including the vesting of performance and restricted shares and subsequent tax-related dispositions. Such events are standard and do not provide new information that would alter the fundamental investment thesis for Byline Bancorp. Therefore, a 'hold' recommendation is appropriate as these transactions do not signal a change in the company's operational performance or strategic direction.

Keywords

Byline Bancorp, BY, Form 4, Insider Trading, Stock Vesting, Michelle Lynn Johnson, Chief Risk Officer, Equity Compensation, Performance Shares, Restricted Stock