Form 4: Coastal Financial Executive Sells Shares for Tax Obligations

Brian T. Hamilton, President of CCBX at Coastal Financial Corp, disposed of 228 common shares to cover tax withholding upon RSU vesting.

Summary

• Brian T. Hamilton, a Director and President of CCBX at Coastal Financial Corp (CCB), reported a transaction on August 29, 2025.
• The transaction involved the disposition of 228 shares of Common Stock at a price of $114.5 per share.
• These shares were withheld for the payment of withholding taxes upon the partial vesting of Restricted Stock Units (RSUs) granted on September 30, 2024.
• Following this transaction, Mr. Hamilton beneficially owns 86,409 shares of Common Stock.
• His beneficial ownership includes 18,605 restricted stock units (RSUs) with remaining shares vesting monthly in an approximately equal amount through April 30, 2028.
• Beneficial ownership also includes 23,226 performance-based RSUs which are eligible to vest on the first day of each month beginning October 1, 2024, until April 30, 2028, subject to continuous employment and achievement of certain stock price conditions.
• Additionally, 15,000 performance-based RSUs are eligible to vest on April 30, 2028, subject to continuous employment and achievement of return on equity that is at least 80% of the company's comparator peer group.
• Finally, 669 RSUs that vest in four approximately equal remaining installments are included in the beneficial ownership.

Sentiment

Score: 5

Explanation: Neutral. This is a routine, tax-related insider transaction that does not indicate a significant positive or negative shift in company fundamentals or executive sentiment.

Positives

• The transaction is a routine tax-related disposition, indicating the vesting of previously granted Restricted Stock Units (RSUs) for a key executive, which is a normal part of executive compensation.
• The executive retains a significant beneficial ownership of 86,409 shares, demonstrating continued alignment with shareholder interests.

Negatives

• A small number of shares were disposed of, which is a common practice for covering tax obligations upon RSU vesting and not indicative of a negative outlook.

Risks

• Achievement of vesting for performance-based RSUs is subject to continuous employment and specific stock price conditions or return on equity targets relative to a peer group.

Future Outlook

Brian T. Hamilton's future compensation includes significant RSU grants, with 18,605 RSUs vesting monthly through April 30, 2028, 23,226 performance-based RSUs eligible to vest monthly from October 1, 2024, until April 30, 2028, and 15,000 performance-based RSUs eligible to vest on April 30, 2028, subject to continuous employment and specific performance conditions.

Industry Context

This Form 4 filing is a routine disclosure of an insider transaction, specifically the disposition of shares to cover tax liabilities upon the vesting of Restricted Stock Units (RSUs). Such transactions are common practice in executive compensation plans across various industries, as RSUs are a prevalent form of equity incentive. They typically do not signal a change in management's outlook or a strategic shift, but rather reflect the mechanics of equity compensation.

Stakeholder Impact

• Shareholders: Minimal direct impact as it's a small, routine transaction for tax purposes. The executive's continued significant beneficial ownership aligns interests.
• Employees: No direct impact mentioned.
• Customers: No direct impact mentioned.
• Suppliers: No direct impact mentioned.
• Creditors: No direct impact mentioned.

Next Steps

• Continued monthly vesting of 18,605 Restricted Stock Units (RSUs) through April 30, 2028.
• Potential monthly vesting of 23,226 performance-based RSUs from October 1, 2024, until April 30, 2028, contingent on continuous employment and stock price conditions.
• Potential vesting of 15,000 performance-based RSUs on April 30, 2028, contingent on continuous employment and achievement of return on equity targets.
• Vesting of 669 RSUs in four approximately equal remaining installments.

Key Dates

Keywords

Coastal Financial Corp, CCB, Form 4, Insider Trading, Brian T Hamilton, Restricted Stock Units, RSU, Stock Disposition, Tax Withholding, Executive Compensation