Form 4: SBCF CEO Shaffer Reports Equity Ownership Changes
Insider Transaction Report
Seacoast Banking Corp of Florida's Chairman, President & CEO, Charles M. Shaffer, reported changes in his beneficial ownership, including the acquisition of performance-based restricted stock units.
Summary
- Charles M. Shaffer, Chairman, President & CEO of Seacoast Banking Corp of Florida (SBCF), reported changes in his beneficial ownership of company securities.
- Shaffer acquired 21,843 shares of Common Stock at $0, representing performance-based restricted stock units (PSUs) granted on April 1, 2023, for which performance requirements were attained by December 31, 2025, and certified on February 10, 2026. These shares will vest on December 31, 2026, subject to continuous service.
- Following these transactions, Shaffer directly beneficially owns 167,884 shares of Common Stock.
- The filing also details dispositions related to unvested time-based restricted stock awards granted on April 1, 2023 (4,317 shares), April 1, 2024 (32,835 shares), and April 1, 2025 (17,156 shares), which vest in one-third increments over three years, subject to continued employment.
- Additionally, dispositions were reported for 8,935 shares in the Company's Employee Stock Purchase Plan and 1,500.062 share equivalents in the Company's Retirement Savings Plan as of December 31, 2025.
- Shaffer also holds derivative securities in the form of 'Right to Buy' Common Stock: 28,544 shares with an exercise price of $28.69 expiring April 1, 2027, and 18,952 shares with an exercise price of $31.15 expiring April 1, 2028. These rights vest over three years, subject to continuous employment and the banking subsidiary meeting certain capital requirements.
Sentiment
Score: 7
Explanation: StockSavvy.ai views this as a positive indicator of executive alignment and confidence, with significant equity holdings and future vesting tied to company performance and continued service, reflecting a stable compensation structure.
Positives
- The acquisition of 21,843 shares from performance-based restricted stock units (PSUs) indicates the attainment of performance requirements by December 31, 2025, reflecting positive company performance.
- The continued significant equity holdings and various unvested awards align the CEO's interests with long-term shareholder value.
Negatives
- No clear negative events such as sales of vested shares or explicit forfeitures are detailed in the filing. The reported dispositions relate to unvested awards and plan holdings, which are typically routine adjustments or reporting classifications rather than adverse events.
Risks
- Vesting of performance-based restricted stock units (PSUs) and time-based restricted stock awards (RSAs) is contingent upon the recipient remaining in continuous service with the Company.
- The vesting of derivative securities (Right to Buy Common Stock) is subject to the Company's banking subsidiary meeting certain capital requirements.
Future Outlook
Future vesting of various equity awards is contingent upon the CEO's continuous employment with the Company. Additionally, the vesting of certain derivative securities is subject to the Company's banking subsidiary meeting specific capital requirements.
Industry Context
StockSavvy.ai notes that executive equity ownership and incentive plans, including performance-based and time-based restricted stock units and stock options, are standard practices in the banking sector, aligning management interests with shareholder value and long-term company performance.
Comparison to Industry Standards
- Performance-based and time-based restricted stock units are common executive compensation tools across the financial services industry, comparable to practices at regional banks like Truist Financial (TFC) or Synovus Financial (SNV) in terms of structure.
- The use of Employee Stock Purchase Plans (ESPPs) and Retirement Savings Plans for executive equity holdings is also a standard practice, promoting broad employee ownership and long-term savings, similar to programs offered by major financial institutions.
Stakeholder Impact
- Shareholders benefit from the alignment of executive incentives with long-term company performance and value creation.
- Employees (specifically the CEO) benefit from a structured compensation plan that includes equity awards, fostering retention and motivation.
Next Steps
- Vesting of 21,843 performance-based restricted stock units on December 31, 2026, subject to continuous service.
- Continued vesting of unvested time-based restricted stock awards in one-third increments on each anniversary of their grant dates (April 1, 2024, April 1, 2025, April 1, 2026), subject to continuous employment.
- Continued vesting of derivative securities (Right to Buy) over three years on each anniversary of their grant dates, subject to continuous employment and the banking subsidiary meeting capital requirements.
Key Dates
| Date | Description |
|---|---|
| 04/01/2023 | Grant date for performance-based restricted stock units (PSUs) and an unvested time-based restricted stock award. |
| 04/01/2024 | Grant date for an unvested time-based restricted stock award; first vesting increment for 04/01/2023 time-based RSU begins. |
| 04/01/2025 | Grant date for an unvested time-based restricted stock award; first vesting increment for 04/01/2024 time-based RSU begins. |
| 12/31/2025 | End of performance period for PSUs; date for share equivalents held in Retirement Savings Plan. |
| 02/10/2026 | Date of earliest transaction; Company's Compensation and Governance Committee certified PSU performance attainment. |
| 02/11/2026 | Signature date of the reporting person on the Form 4. |
| 04/01/2026 | First vesting increment for 04/01/2025 time-based RSU begins. |
| 12/31/2026 | Vesting date for performance-based restricted stock units (PSUs). |
| 04/01/2027 | Expiration date for Common Stock Right to Buy derivative securities with an exercise price of $28.69. |
| 04/01/2028 | Expiration date for Common Stock Right to Buy derivative securities with an exercise price of $31.15. |
Recommendation
holdThe filing details routine executive compensation and equity holdings, indicating continued alignment of management interests with shareholders. It does not present new information that would significantly alter the investment thesis for Seacoast Banking Corp of Florida, thus a 'hold' recommendation is appropriate.
Keywords
SBCF, Seacoast Banking, Charles M. Shaffer, Form 4, insider transaction, beneficial ownership, restricted stock units, performance stock units, employee stock purchase plan, retirement savings plan, stock options, executive compensation
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