Amerant Bancorp (AMTB) EVP exercises RSUs and surrenders shares for tax withholding

Rhea-AI Filing Summary

Amerant Bancorp Inc. executive Armando Fleitas reported equity award activity involving restricted stock units and common shares. On February 18, 2026, he exercised 833 Restricted Stock Units LTI 2025, which are economically equivalent to Class A Common Stock, increasing his RSU-related holdings to 1,667 units.

The RSU exercise delivered 833 shares of Class A Common Stock at a price of $0.00 per share, bringing his direct Class A Common Stock holdings to 9,423.74 shares before tax withholding. To satisfy tax obligations upon RSU vesting, 203 shares of Class A Common Stock were surrendered at $22.38 per share, resulting in 9,220.74 shares held directly after the transactions.

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^*

Fleitas Armando

(Last) (First) (Middle)

220 ALHAMBRA CIRCLE

(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)
	EVP, Chief Accounting Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/18/2026

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
Class A Common Stock	02/18/2026		M		833	A	$0(1)	9,423.74	D
Class A Common Stock	02/18/2026		F		203(2)	D	$22.38	9,220.74	D

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 2025	$0(1)	02/18/2026		M			833	(3)	(3)	Class A Common Stock	833	$0	1,667	D

Explanation of Responses:

1. Each restricted stock unit ("RSU") is the economic equivalent of one share of Class A Common Stock.

2. Reflects the shares of Class A Common Stock that were surrendered in order to satisfy the reporting person's tax withholding obligation upon the vesting of RSUs.

3. On February 18, 2025, Mr. Fleitas was awarded 2,500 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 Mr. Fleitas remains in the continuous service of the Company or a subsidiary through each such date.

Remarks:

	/s/ Julio V. Pena, as Attorney-in-Fact for Armando Fleitas	02/20/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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** 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 insider transactions did AMTB executive Armando Fleitas report?

Armando Fleitas reported exercising 833 Restricted Stock Units and receiving 833 shares of Class A Common Stock. He also surrendered 203 shares to cover tax withholding, leaving him with 9,220.74 directly held shares after these equity award-related transactions.

How many Amerant Bancorp (AMTB) RSUs did Armando Fleitas exercise?

He exercised 833 Restricted Stock Units labeled LTI 2025. Each RSU is the economic equivalent of one share of AMTB Class A Common Stock, converting into 833 shares in connection with vesting and increasing his RSU-related balance to 1,667 units after the transaction.

How many AMTB Class A shares does Armando Fleitas hold after this Form 4?

After the reported transactions, Armando Fleitas directly holds 9,220.74 shares of AMTB Class A Common Stock. This figure reflects receipt of 833 shares from RSU vesting and the surrender of 203 shares to satisfy tax withholding obligations associated with that vesting.

What does the tax withholding transaction on AMTB shares represent?

The disposition of 203 AMTB Class A shares at $22.38 per share represents shares surrendered to cover Armando Fleitas’s tax withholding obligation. This occurred upon the vesting of restricted stock units and is reported with code F as a tax-withholding disposition, not an open-market sale.

What are the vesting terms of Armando Fleitas’s 2,500 AMTB RSU award?

On February 18, 2025, he was awarded 2,500 RSUs, each convertible into one AMTB Class A share. The award vests in substantially equal installments on each of the first three anniversaries of the grant date, contingent on his continuous service with the company or a subsidiary.

Are AMTB RSUs held by Armando Fleitas equivalent to common shares?

Yes. Each restricted stock unit reported is the economic equivalent of one share of AMTB Class A Common Stock. Following vesting and settlement, each RSU entitles the holder to receive one share, subject to the award’s vesting schedule and continued service conditions.