Alerus Financial (ALRS) executive logs RSU conversion and tax-share withholdings

Rhea-AI Filing Summary

Alerus Financial’s Chief Engagement Officer Missy Keney reported equity award activity and related tax withholding. On February 21, 2026, 1,398 restricted stock units converted into the same number of common shares. On February 23, 2026, 436 shares held directly and 779 shares held by her spouse were withheld to cover tax liabilities, leaving 8,465 common shares held directly, plus additional indirect holdings through her spouse and the company’s employee stock ownership plan.

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

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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).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Keney Missy

(Last) (First) (Middle)

401 DEMERS AVENUE

(Street)

GRAND FORKS ND 58201

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ALERUS FINANCIAL CORP [ ALRS ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Engagement Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/21/2026

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	02/21/2026		M		1,398(1)	A	(2)	8,901(3)	D
Common Stock	02/23/2026		F		436(4)	D	$25.45	8,465(3)	D
Common Stock	02/23/2026		F		779(5)	D	$25.45	3,566	I	By spouse
Common Stock								4,895.2956(6)	I	By the Alerus Financial Corporation Employee Stock Ownership Program
Common Stock								5,296.8206	I	By the Alerus Financial Corporation Employee Stock Ownership Program(7)

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
Restricted Stock Units	(2)	02/21/2026		M			1,398	(1)	(1)	Common Stock	1,398	$0	0	D

Explanation of Responses:

1. On February 21, 2023, the reporting person was granted 1,398 restricted stock units vesting on February 21, 2026.

2. Restricted stock units convert into common stock on a one-for-one basis.

3. Includes 3,738 shares held jointly with Ms. Keney's spouse.

4. Shares withheld upon vesting of restricted stock units for payment of tax liability.

5. Shares withheld upon vesting of restricted stock for payment of tax liability

6. Reflects ESOP allocations that have occurred since the date of the reporting person's last ownership report.

7. All shares are held by the Alerus Financial Corporation Employee Stock Ownership Plan in the name of Ms. Keney's spouse.

	/s/ Nicholas Brenckman, by power of attorney	02/24/2026
	** 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).
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FAQ

What insider transactions did ALRS executive Missy Keney report?

Missy Keney reported restricted stock units converting into 1,398 common shares, followed by share withholdings for taxes. On February 23, 2026, 436 directly held shares and 779 spouse-held shares were withheld to satisfy tax liabilities related to the vesting.

Was the ALRS Form 4 a market sale or tax withholding event?

The Form 4 reflects tax-withholding dispositions, not open-market sales. Shares were withheld upon vesting of restricted stock units and restricted stock to pay tax liabilities, consistent with the transaction code F and the explanatory footnotes in the filing.

How many ALRS shares did Missy Keney hold after these transactions?

After the reported transactions, Missy Keney held 8,465 ALRS common shares directly. She also had additional indirect ownership through shares held by her spouse and allocations in the Alerus Financial Corporation Employee Stock Ownership Program, as described in the filing footnotes.

What do the restricted stock unit details mean for ALRS executive compensation?

The filing notes a grant of 1,398 restricted stock units on February 21, 2023, vesting on February 21, 2026. These units convert into common stock on a one-for-one basis, illustrating a significant equity-based component in Missy Keney’s long-term incentive compensation at Alerus Financial.

How are ALRS ESOP shares reflected in Missy Keney’s Form 4 filing?

The Form 4 shows indirect holdings through the Alerus Financial Corporation Employee Stock Ownership Program. Footnotes explain these shares are held in the plan in her spouse’s name and reflect ESOP allocations since her last ownership report, contributing to her reported indirect beneficial ownership.