Form 4: Consumers Bancorp EVP Scott Dodds Reports Significant Stock Transactions and New Performance-Based RSU Grant

Scott E. Dodds, Executive Vice President and Senior Loan Officer of Consumers Bancorp Inc., reported the settlement of restricted stock units and the grant of new performance-based restricted stock units, increasing his direct beneficial ownership.

Summary

• Scott E. Dodds, EVP and Senior Loan Officer of Consumers Bancorp Inc. (CBKM), reported changes in his beneficial ownership of company stock.
• On June 30, 2025, 477 shares of common stock were acquired through the settlement of restricted stock units (RSUs) on their scheduled vesting date.
• This settlement included 439 restricted stock units plus an additional 38 dividend equivalent units from an award granted on October 27, 2022.
• Following this transaction, Mr. Dodds' direct beneficial ownership of common stock increased to 16,422.749 shares, which includes shares acquired through a dividend reinvestment plan.
• On July 8, 2025, Mr. Dodds was granted 3,109 new performance-based restricted stock units.
• These new RSUs are eligible to vest based on the achievement of identified performance measures for fiscal year 2026.
• Additional time-based vesting for these new RSUs will occur in equal 25% installments on June 30, 2027, 2028, and 2029, contingent on Mr. Dodds' continuous employment.
• The reported amount of 3,109 shares for the new RSUs represents the maximum payable at maximum performance, with the actual earned amount potentially ranging from 0% to 50% of this figure.

Sentiment

Score: 7

Explanation: The sentiment is positive as it reflects routine executive compensation, including the vesting of prior awards and the grant of new performance-based equity, which aligns management's interests with long-term company performance. There are no negative financial implications for the company disclosed.

Positives

• The vesting and settlement of 477 shares of common stock from previously granted restricted stock units indicates a successful compensation event for the executive.
• The grant of 3,109 new performance-based restricted stock units aligns the executive's incentives with the company's future performance and long-term shareholder value.
• The increase in direct beneficial ownership to 16,422.749 shares demonstrates continued executive investment and confidence in the company.

Risks

• The new grant of 3,109 performance-based restricted stock units carries a risk that the full amount may not be earned, as the actual payout could range from 0% to 50% depending on the achievement of fiscal year 2026 performance measures.

Future Outlook

The future outlook for Scott E. Dodds' compensation includes the potential vesting of 439 restricted stock units on June 30, 2026, and the performance-based vesting of up to 3,109 restricted stock units for fiscal year 2026, followed by time-based vesting in equal 25% installments on June 30, 2027, 2028, and 2029, all contingent on continued employment and performance achievement.

Industry Context

This filing represents a routine disclosure of executive stock transactions and compensation, common across the financial services industry, particularly for publicly traded banks and financial institutions. It reflects standard practices for aligning executive incentives with shareholder interests through equity awards.

Stakeholder Impact

• Shareholders: The grant of performance-based restricted stock units aligns the interests of a key executive with shareholder value creation, as the full vesting is contingent on company performance.
• Employees: The compensation structure for a senior executive may set a precedent or reflect the broader compensation philosophy within the company.

Next Steps

• Monitoring the achievement of fiscal year 2026 performance measures for the new performance-based restricted stock units.
• Observing the scheduled vesting of 439 restricted stock units on June 30, 2026.
• Tracking the time-based vesting installments of the new performance-based RSUs on June 30, 2027, 2028, and 2029.

Key Dates

Recommendation

Keywords

Consumers Bancorp, CBKM, Scott Dodds, SEC Form 4, Insider Trading, Restricted Stock Units, RSU Vesting, Executive Compensation, Beneficial Ownership, Performance-Based Equity, Stock Grant