Form 4: Consumers Bancorp CIO Kimberly Chuckalovchak Reports Stock Vesting and New RSU Grant

Kimberly K Chuckalovchak, SVP and Chief Information Officer of Consumers Bancorp Inc., reported the vesting of restricted stock units into common shares and the grant of new performance-based restricted stock units.

Summary

• Kimberly K Chuckalovchak, SVP and Chief Information Officer of Consumers Bancorp Inc. (CBKM), reported changes in her beneficial ownership of company securities.
• On June 30, 2025, 167 shares of common stock were acquired through the settlement of restricted stock units (RSUs) on their scheduled vesting date, which also included shares from a dividend reinvestment plan.
• Following this transaction, Ms. Chuckalovchak beneficially owns 4,137.695 shares of common stock.
• A previous award of 154 restricted stock units, granted on October 27, 2022, along with 13 dividend equivalent units, vested on June 30, 2025.
• Another 154 restricted units and associated dividend equivalents from the October 27, 2022 award are scheduled to vest on June 30, 2026, contingent on continued employment.
• On July 8, 2025, Ms. Chuckalovchak was granted 1,516 new performance-based restricted stock units.
• These new RSUs will vest based on the achievement of identified performance measures for fiscal year 2026, with additional time-based vesting in equal 25% installments on June 30, 2027, June 30, 2028, and June 30, 2029, assuming continuous employment.
• The reported amount of 1,516 units for the new grant represents the maximum potential payout; the actual number of shares earned could range from 0% to 50% of this amount depending on performance.

Sentiment

Score: 7

Explanation: The document reports routine insider transactions, including the vesting of existing equity awards and the grant of new performance-based awards. This indicates ongoing executive compensation and alignment of interests, which is generally positive for investor confidence, though the performance-based nature introduces some uncertainty regarding the final payout.

Positives

• The vesting of 167 common shares from previously granted restricted stock units increases direct ownership.
• The grant of 1,516 new performance-based restricted stock units aligns management incentives with future company performance and shareholder value.
• Inclusion of dividend reinvestment in the common stock acquisition indicates a compounding effect on ownership.

Risks

• The vesting of the 1,516 new performance-based restricted stock units is contingent on the achievement of fiscal year 2026 performance measures, meaning the actual payout could be significantly less than the maximum reported amount (0-50%).
• All future vesting of restricted stock units is contingent on the reporting person remaining continuously employed through the applicable vesting dates.

Future Outlook

The reporting person has future equity compensation tied to both time-based and performance-based vesting schedules. A batch of 154 restricted units is scheduled to vest on June 30, 2026, and the newly granted 1,516 performance-based RSUs have vesting installments on June 30, 2027, 2028, and 2029, contingent on fiscal year 2026 performance and continued employment.

Management Comments

• Each restricted stock unit represents the right to receive one share of common stock at settlement.
• The transaction on June 30, 2025, represents the settlement of restricted stock units in shares of common stock on their scheduled vesting date, including shares acquired through a dividend reinvestment plan.
• The performance-based RSUs granted on July 8, 2025, will vest based on the achievement of identified performance measures for fiscal year 2026, with additional time-based vesting in equal 25% installments on June 30, 2027, 2028, and 2029, assuming continuous employment.
• The amount reported for the new performance-based RSUs (1,516) represents the maximum potential shares payable; the actual amount earned could be between 0% and 50% depending on performance.

Industry Context

This Form 4 filing is a routine disclosure of insider stock transactions, common in the financial services industry. It reflects the ongoing compensation structure for executives, often involving equity awards like Restricted Stock Units to align management interests with long-term shareholder value. Such filings provide transparency into insider ownership changes within the banking sector.

Stakeholder Impact

• Shareholders: Increased alignment of executive interests with shareholder value through equity compensation, particularly performance-based awards.
• Employees: The continuous employment clause for vesting reinforces retention of key personnel.

Next Steps

• Monitoring the achievement of fiscal year 2026 performance measures for the newly granted performance-based RSUs.
• Observing the scheduled vesting of 154 restricted units on June 30, 2026.
• Tracking the subsequent 25% installment vesting dates for the new performance-based RSUs on June 30, 2027, 2028, and 2029.

Key Dates

Keywords

Consumers Bancorp, CBKM, SEC Form 4, Insider Transaction, Restricted Stock Units, RSU, Stock Vesting, Equity Compensation, Officer Compensation, Beneficial Ownership, Performance-Based Vesting, Dividend Reinvestment Plan