Form 4: Marathon Bancorp CEO Disposes Shares for Tax Obligations

Marathon Bancorp's President and CEO, Nicholas W. Zillges, reported the disposition of 1,196 common shares on June 28, 2025, primarily to cover tax liabilities, while maintaining significant direct and indirect holdings.

Summary

• Nicholas W. Zillges, President and CEO, and a Director of Marathon Bancorp, Inc. (MBBC), filed a Form 4.
• On June 28, 2025, Zillges disposed of 1,196 shares of common stock at a price of $9.99 per share.
• This disposition was coded as 'F,' indicating it was for the payment of exercise price or tax liability by delivering or withholding securities.
• Following this transaction, Zillges directly owns 32,376 shares of common stock, which includes restricted stock vesting at a rate of 20% per year commencing June 28, 2023.
• Indirect holdings include 47,780 shares via a 401(k), 604 shares via an IRA, and 2,723 shares via an ESOP.
• Zillges also holds 29,994 direct stock options with an exercise price of $8.1294, granted on June 28, 2023, and expiring June 28, 2032, vesting at a rate of 20% per year commencing June 28, 2023.
• Additionally, Zillges holds 7,498 direct stock options with an exercise price of $6.4831, granted on May 16, 2024, and expiring May 16, 2033, vesting at a rate of 20% per year commencing May 16, 2024.

Sentiment

Score: 6

Explanation: The transaction is a routine disposition of shares by an insider to cover tax obligations related to compensation, which is a common and expected event. It does not indicate a change in management's view of the company's prospects, and significant direct and indirect holdings are maintained.

Positives

• Significant insider ownership is maintained, indicating continued alignment with shareholder interests.
• The disposition was for tax purposes, not a discretionary sale, which is a common and generally neutral event for executive compensation.
• Continued holding of substantial stock options suggests a long-term commitment to the company and potential for future value creation.

Negatives

• A minor reduction in direct share ownership, though for tax purposes.

Future Outlook

The document primarily reports a past transaction and current holdings, with no explicit forward-looking statements or guidance beyond the established vesting schedules for restricted stock and stock options.

Industry Context

This Form 4 filing is a routine disclosure of an insider transaction, common for executives in publicly traded companies, particularly in the financial services sector. The disposition of shares for tax purposes upon vesting of equity awards is a standard component of executive compensation plans and does not reflect broader industry trends or specific competitive actions.

Comparison to Industry Standards

• The compensation structure involving restricted stock and stock options, along with the associated tax-related dispositions, aligns with typical executive compensation practices observed across the financial services industry.
• The reported transaction is a standard compliance filing for insider trading, consistent with regulatory requirements for executives in comparable financial institutions.

Stakeholder Impact

• Shareholders: The transaction represents a minor reduction in direct share ownership due to tax withholding, which is a routine event and does not signal a change in company fundamentals or management confidence.
• Employees: No direct impact mentioned beyond the executive's compensation structure.

Next Steps

• Continued vesting of restricted stock and stock options for Nicholas W. Zillges according to the established schedules (20% annually).

Key Dates

Recommendation

Keywords

Marathon Bancorp, MBBC, Nicholas W. Zillges, Form 4, insider transaction, stock options, restricted stock, executive compensation, share disposition, tax withholding