Form 4: Peapack Gladstone Officer Reports Equity Transactions

Maureen Hemhauser, EVP & Chief Risk Officer of Peapack Gladstone Financial Corp, reported the vesting of restricted stock units and phantom stock, alongside related tax withholdings.

Summary

• Maureen Hemhauser, EVP & Chief Risk Officer of Peapack Gladstone Financial Corp (PGC), reported multiple transactions involving the company's common stock and derivative securities on March 20, 2026.
• Transactions included the acquisition of common stock totaling 699, 1,232, and 1,418 shares through the vesting of restricted stock units (RSUs).
• Shares were disposed of to satisfy tax withholding obligations, totaling 220, 387, and 445 shares, each at a price of $33.18 per share.
• Additional common stock acquisitions of 699 and 942 shares were reported as held indirectly through a Rabbi Trust.
• The filing also detailed the vesting of various Restricted Stock Units (RSUs) and Phantom Stock grants from 2021, 2022, 2023, 2024, and 2025, and new grants on March 20, 2026.
• New grants on March 20, 2026, include 5,386 RSUs vesting in three equal annual installments beginning March 20, 2027, and 1,795 RSUs vesting on the third anniversary if performance conditions are met.
• Following these transactions, Hemhauser directly holds 2,297 shares of common stock and indirectly holds 9,580 shares in a Rabbi Trust and 456.11 shares in a 401(k).
• Derivative holdings include 2,799, 5,386, 944, 2,466, 0, 1,399, 1,795 RSUs and 1,427, 0, 1,426 Phantom Stock units.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this filing as neutral. It reports routine executive compensation transactions, including vesting of equity awards and new grants, which are expected and do not indicate any significant positive or negative operational or financial developments for the company.

Positives

• The reporting person received new grants of 5,386 Restricted Stock Units and 1,795 Restricted Stock Units on March 20, 2026, indicating continued long-term incentive compensation.
• Multiple tranches of previously granted Restricted Stock Units and Phantom Stock vested, converting into common stock or economic equivalents, reflecting the achievement of prior compensation milestones.

Negatives

• Shares were withheld to cover tax obligations arising from the settlement of restricted stock units, which is a common practice but reduces the net shares received by the insider.

Future Outlook

The filing indicates future vesting schedules for newly granted restricted stock units and phantom stock, with some grants contingent on meeting certain performance conditions over the next three years.

Industry Context

StockSavvy.ai notes that executive compensation through equity awards like Restricted Stock Units and Phantom Stock is a common practice across the financial services industry. These awards are designed to align executive interests with shareholder value creation over the long term, often incorporating performance-based vesting conditions. The routine nature of these vesting and tax-related transactions is typical for a Form 4 filing for a financial institution like Peapack Gladstone Financial Corp.

Comparison to Industry Standards

• The use of Restricted Stock Units (RSUs) and Phantom Stock as long-term incentive compensation is standard practice for executives in the banking and financial services sector, comparable to compensation structures at regional banks such as Provident Financial Services (PFS) or Lakeland Bancorp (LBAI).
• The vesting schedules, ranging from three to five years and including performance-based conditions, align with typical industry benchmarks aimed at retaining key talent and incentivizing sustained performance.
• The practice of withholding shares to cover tax obligations upon vesting is a common and efficient method for managing executive compensation in publicly traded companies.

Stakeholder Impact

• Shareholders: The vesting and granting of equity awards align executive incentives with shareholder interests, potentially fostering long-term value creation. The tax-related share disposals are a routine part of this process and have a minimal, expected dilutive effect.
• Employees: The compensation structure for a key executive may serve as a benchmark or example for other employees' incentive programs.

Next Steps

• Future vesting of 5,386 RSUs granted on March 20, 2026, in three equal annual installments beginning March 20, 2027.
• Future vesting of 1,795 RSUs granted on March 20, 2026, on the third anniversary of the grant if certain performance conditions are met.
• Continued vesting of previously granted RSUs and phantom stock according to their respective schedules.

Key Dates

Recommendation

This Form 4 filing details routine executive compensation transactions, including the vesting of equity awards and new grants. Such events are expected and do not provide new material information that would significantly alter the investment thesis for Peapack Gladstone Financial Corp. Therefore, a 'hold' recommendation is appropriate, maintaining current positions based on broader company fundamentals rather than these specific insider transactions.

Keywords

Peapack Gladstone Financial Corp, PGC, Form 4, Insider Trading, Restricted Stock Units, RSU, Phantom Stock, Executive Compensation, Maureen Hemhauser, Equity Transactions, SEC Filing