Alerus Financial (ALRS) EVP awarded 6,602 restricted stock units with 2029 vesting

Rhea-AI Filing Summary

Alerus Financial Corp executive Forrest Wilson received an equity award in the form of restricted stock units. On February 26, he was granted 6,602 restricted stock units that each convert into one share of common stock. After this grant, he directly holds 6,602 restricted stock units.

The award combines time-based and performance-based components. It includes 2,641 units that vest on February 26, 2029, if he remains eligible, and 3,961 units that vest based on cumulative EPS and ROE performance once the compensation committee certifies results by March 15, 2029. The performance portion can pay out between 0% and 150% of the target units depending on goal achievement.

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^*

Wilson Forrest

(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)
	EVP & Chief Ret. Svcs. Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/26/2026

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

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	(1)	02/26/2026		A		6,602(2)		(3)	(3)	Common Stock	6,602	$0	6,602	D

Explanation of Responses:

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

2. Includes 2,641 restricted stock units that have time-based vesting components. Includes 3,961 restricted stock units that have performance-based vesting components.

3. The time-based restricted stock units vest on February 26, 2029. The performance-based restricted stock units vest upon Alerus Financial Corporation Compensation Committee certification of certain relative cumulative EPS and ROE performance period goals, provided that such certification date occurs no later than March 15, 2029. The payout for performance-based restricted stock units could be increased to 150% of target or reduced to 0% based on achievement of the applicable metrics.

	/s/ Nicholas Brenckman, by power of attorney	03/02/2026
	** 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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What did Alerus Financial (ALRS) executive Forrest Wilson report on this Form 4?

Forrest Wilson reported receiving 6,602 restricted stock units as an equity award. These units convert to Alerus Financial common stock on a one-for-one basis, reflecting a mix of time-based and performance-based vesting conditions tied to future service and financial performance goals.

How many restricted stock units did ALRS grant to Forrest Wilson and how are they structured?

Alerus Financial granted Forrest Wilson 6,602 restricted stock units. The grant includes 2,641 time-based units and 3,961 performance-based units. All units convert into common stock on a one-for-one basis, with vesting dependent on continued service and the company meeting specific EPS and ROE metrics.

When do the time-based restricted stock units for ALRS executive Forrest Wilson vest?

The time-based portion of Forrest Wilson’s award, totaling 2,641 restricted stock units, is scheduled to vest on February 26, 2029. Vesting generally requires that he remain eligible through that date, at which point the units convert into Alerus Financial common shares on a one-for-one basis.

What conditions apply to the performance-based restricted stock units reported by ALRS?

The 3,961 performance-based restricted stock units vest after the compensation committee certifies certain relative cumulative EPS and ROE goals by March 15, 2029. Depending on performance, the payout can be reduced to 0% or increased up to 150% of the target unit amount.

How many restricted stock units does Forrest Wilson hold after this ALRS grant?

Following this grant, Forrest Wilson directly holds 6,602 restricted stock units. Each unit represents a right to receive one share of Alerus Financial common stock upon vesting, subject to the time-based and performance-based conditions described in the award’s terms and committee certification.

Do the ALRS restricted stock units awarded to Forrest Wilson have an exercise price?

The restricted stock units were granted at a price of $0.00 per unit. They are not traditional stock options; instead, each unit represents a contingent right to receive one share of Alerus Financial common stock upon satisfying the stated vesting and performance conditions.