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Equity awards to SEVP at Amerant Bancorp (AMTB) include RSUs and PSUs

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Cragg Lee Ann reported acquisition or exercise transactions in this Form 4 filing.

Amerant Bancorp Inc. reported that its SEVP and Chief Credit Officer, Lee Ann Cragg, received equity awards in the form of restricted stock units tied to Class A common stock.

On February 17, 2026, she was granted 6,071 RSUs, each economically equivalent to one share of Class A common stock, vesting in three substantially equal annual installments over three years, contingent on continued service. She also received 6,071 performance-based RSUs with payout based on Relative Adjusted Return on Average Tangible Common Equity and Relative Total Shareholder Return over a three-year period from January 1, 2026 to December 31, 2028. The number reported for performance units reflects the target amount and can range from 40% to 180% of the granted units based on goal achievement.

Positive

  • None.

Negative

  • None.
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
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
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*
Cragg Lee Ann

(Last) (First) (Middle)
C/O AMERANT BANCORP INC.
220 ALHAMBRA CR., 12TH FLOOR

(Street)
CORAL GABLES FL 33134

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Amerant Bancorp Inc. [ AMTB ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
SEVP, Chief Credit Officer
3. Date of Earliest Transaction (Month/Day/Year)
02/17/2026
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 LTI 2026 $0(1) 02/17/2026 A 6,071 (2) (2) Class A Common Stock 6,071 $0 6,071 D
Performance Based Restricted Stock Units LTI 2026 $0(3) 02/17/2026 A 6,071 (4) (4) Class A Common Stock 6,071 $0 6,071 D
Explanation of Responses:
1. Each restricted stock unit ("RSU") is the economic equivalent of one share of Class A Common Stock.
2. On February 17, 2026, Ms. Cragg was awarded 6,071 RSUs, each representing the right to receive, following vesting, one share of Class A Common Stock. The award vests in substantially equal installments on each of the first three anniversaries of the date of grant, provided that Ms. Cragg remains in the continuous service of the Company or a subsidiary through each such date.
3. Each performance-based restricted stock unit ("PSU") is the economic equivalent of one share of Class A Common Stock.
4. PSUs awarded to Ms. Cragg, each representing the right to receive, following vesting, one share of Class A Common Stock. The actual number of PSUs earned shall be based on the achievement of the Relative Adjusted Return on Average Tangible Common Equity at a Threshold, Target or Maximum level set by the Compensation and Human Capital Committee (the "Committee") further modified by the achievement of specified Threshold, Target or Maximum levels set by the Committee of Relative Total Shareholder Return for a 3-year period beginning January 1, 2026 and ending on December 31, 2028, and in general can range from 40% to 180% of the PSUs. The number reported reflects the target number of PSUs Ms. Cragg may earn.
Remarks:
/s/ Julio Pena, as Attorney-in-Fact for Lee Ann Cragg 02/19/2026
** 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).
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

What insider equity awards did Amerant Bancorp (AMTB) report for Lee Ann Cragg?

Amerant Bancorp reported that SEVP and Chief Credit Officer Lee Ann Cragg received 6,071 RSUs and 6,071 performance-based RSUs. Each unit is economically equivalent to one share of Class A common stock, aligning her compensation with shareholder outcomes.

How do the RSUs granted to Lee Ann Cragg at Amerant Bancorp (AMTB) vest?

The 6,071 RSUs granted to Lee Ann Cragg vest in substantially equal installments on each of the first three anniversaries of the February 17, 2026 grant date. Vesting requires that she remain in continuous service with Amerant Bancorp or a subsidiary.

What performance period applies to Amerant Bancorp (AMTB) performance-based RSUs for Lee Ann Cragg?

The performance-based RSUs for Lee Ann Cragg use a three-year performance period from January 1, 2026 through December 31, 2028. Outcomes depend on specified Relative Adjusted Return on Average Tangible Common Equity and Relative Total Shareholder Return levels set by the Compensation and Human Capital Committee.

How many performance-based RSUs can Lee Ann Cragg ultimately earn at Amerant Bancorp (AMTB)?

The filing states that the 6,071 performance-based RSUs represent the target amount Ms. Cragg may earn. Depending on performance against committee-set metrics, the actual number earned can range from 40% to 180% of this target level.

What metrics determine vesting for Amerant Bancorp (AMTB) performance-based RSUs granted to Lee Ann Cragg?

The number of performance-based RSUs earned depends on Relative Adjusted Return on Average Tangible Common Equity and Relative Total Shareholder Return. These are measured at Threshold, Target, or Maximum levels set by the Compensation and Human Capital Committee over the 2026–2028 period.

What does each RSU or PSU represent in Amerant Bancorp (AMTB) insider awards?

Each RSU and performance-based restricted stock unit is described as the economic equivalent of one share of Class A common stock. After vesting and satisfaction of applicable conditions, each unit represents the right to receive one corresponding share.
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