Affinity Bancshares Insider Tax Withholding Leaves Stake Intact

Rhea-AI Filing Summary

Form 4 highlight: On 07/28/2025 Affinity Bancshares (AFBI) CFO Brandi C. Pajot satisfied payroll-tax obligations related to restricted-stock vesting by surrendering 275 shares at $19.37 (Transaction Code F). No open-market sale occurred.

Post-transaction holdings equal 21,689 directly owned shares and 2,857 indirect ESOP shares, signalling continued insider alignment.

The filing also restates her option inventory: 13,602 fully-vested options exercisable at $7.77 (exp. 2030) and three additional 10,000-share grants struck at $14.40–$14.85 that vest 20 % annually through 2029-2033. None were exercised or cancelled.

Because the share reduction was purely for tax withholding and total ownership remains substantial, the event is regarded as neutral for investors.

Insights

Securities Analyst

TL;DR: Minor tax-driven share withholding; ownership intact; neutral signal.

The 275-share forfeiture (≈1 % of Pajot’s direct stake) stems from restricted-stock vesting, not discretionary selling. Her remaining 24.5 K aggregate shares and 44 K options continue to align incentives with shareholders. Given AFBI’s average daily volume, the transaction is immaterial and should not influence valuation or liquidity.

Corporate Governance Expert

TL;DR: Routine Section 16 filing, no governance concerns.

Code F indicates compliance with tax-withholding protocol. The transparent disclosure of vesting schedules and expiration dates meets best-practice standards. No red flags such as large discretionary sales, option repricing, or insider coordination are evident. Overall governance impact is neutral.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Pajot Brandi C

(Last) (First) (Middle)

3175 HIGHWAY 278

(Street)

COVINGTON GA 30014

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Affinity Bancshares, Inc. [ AFBI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP - Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
07/28/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	07/28/2025		F		275	D	$19.37	21,689(1)(2)(3)	D
Common Stock								2,857	I	By ESOP

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Options	$7.77							04/30/2021	04/30/2030	Common Stock	13,602(4)		13,602(4)	D
Stock Options	$14.85							07/01/2023	07/01/2032	Common Stock	10,000(5)		10,000(5)	D
Stock Options	$14.4							03/21/2024	03/21/2033	Common Stock	10,000(6)		10,000(6)	D
Stock Options	$14.49							11/16/2024	11/16/2033	Common Stock	10,000(7)		10,000(7)	D

Explanation of Responses:

1. Includes shares of restricted stock which vest at a rate of 20% per year commencing on July 28, 2023.

2. Includes shares of restricted stock which vest at a rate of 20% per year commencing on March 21, 2024.

3. Includes shares of restricted stock which vest at a rate of 20% per year commencing on November 16, 2024.

4. Stock options vest are fully vested.

5. Stock options vest at a rate of 20% per year commencing on July 1, 2023.

6. Stock options vest at a rate of 20% per year commencing on March 21, 2024.

7. Stock options vest at a rate of 20% per year commencing on November 16, 2024.

	/s/ Edward A. Quint, pursuant to power of attorney	07/30/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

Why did AFBI’s CFO report a share disposition on Form 4?

The 275 shares were surrendered to cover taxes on vested restricted stock (Transaction Code F), not sold on the market.

How many AFBI shares does CFO Brandi Pajot now own?

She holds 21,689 shares directly and 2,857 indirectly through the company ESOP.

Were any stock options exercised in this filing?

No. The filing only lists existing option grants; no exercises or cancellations occurred.

Is the insider transaction material to AFBI investors?

Given the small size (≈$5 K) and tax-driven nature, analysts view the event as neutral.

What does Transaction Code F signify on Form 4?

Code F indicates share withholding to pay taxes upon equity award vesting or option exercise.