Form 4: Director McClone Boosts NIC Holdings via Deferred Comp

Nicolet Bankshares Director Dustin J. McClone increased his indirect beneficial ownership of common stock through a deferred compensation plan and dividend reinvestment.

Summary

• Dustin J. McClone, a Director of Nicolet Bankshares Inc. (NIC), acquired 15.367 shares of common stock on January 20, 2026, at a price of $131.43 per share.
• This acquisition was made indirectly through the Nicolet National Bank Deferred Compensation Plan for Non-employee Directors, by deferring his fourth-quarter 2025 earned board fees.
• An additional 4.487 shares were received as dividend reinvestment in the same deferred compensation plan, stemming from a cash dividend paid by Nicolet Bankshares, Inc. on December 15, 2025.
• Following these transactions, Mr. McClone's indirect beneficial ownership in the deferred compensation plan totals 1,862.299 shares.
• The transaction was made pursuant to a Rule 10b5-1(c) plan, indicating a pre-arranged purchase.

Sentiment

Score: 7

Explanation: The sentiment is moderately positive. While a routine insider transaction, the director's decision to defer compensation into stock and reinvest dividends indicates confidence in the company's long-term value and aligns management interests with shareholders. There are no negative aspects reported.

Positives

• A director increasing their stake in the company, even through deferred compensation, can signal confidence in the company's future performance.
• The use of a Rule 10b5-1 plan indicates a pre-planned, non-discretionary transaction, which can reduce concerns about opportunistic trading.
• Dividend reinvestment demonstrates a long-term holding strategy and continued accumulation of shares.

Future Outlook

This Form 4 filing does not contain any forward-looking statements or guidance regarding the company's future outlook.

Industry Context

Insider purchases, even through deferred compensation, can be viewed positively in the banking sector as they may signal management's belief in the stability and growth prospects of the financial institution, especially in a potentially volatile economic environment. This is a routine disclosure for a director's compensation.

Comparison to Industry Standards

• This is a standard Form 4 filing reporting an insider transaction. The acquisition of shares through a deferred compensation plan and dividend reinvestment is a common practice among directors and executives in the financial services industry, similar to practices seen at regional banks like Associated Banc-Corp (ASB) or Old National Bancorp (ONB), where directors often elect to receive equity in lieu of cash for board fees to align their interests with shareholders.

Related Party Transactions

• The acquisition of shares by Director Dustin J. McClone through the Nicolet National Bank Deferred Compensation Plan for Non-employee Directors can be considered a related party transaction, as it involves compensation from the issuer's subsidiary to a director.

Stakeholder Impact

• Shareholders: May view the director's increased stake as a positive signal of confidence in the company's future performance and alignment of interests.

Key Dates

Recommendation

This Form 4 filing reports a routine insider transaction where a director acquired shares through a deferred compensation plan and dividend reinvestment. While it signals confidence from management, it does not present new fundamental information or a significant change in the company's financial position that would warrant a 'buy' or 'sell' recommendation. It's an expected event for a director to increase their stake through compensation deferral. Therefore, a 'hold' recommendation is appropriate, maintaining current positions based on broader company fundamentals rather than this specific insider filing.

Keywords

Nicolet Bankshares, NIC, Dustin McClone, Insider Trading, Form 4, Director Stock Acquisition, Deferred Compensation, Dividend Reinvestment, Bankshares, Financial Services