Amerant Bancorp (AMTB) EVP reports RSU vesting, new 2,500-unit grant

Rhea-AI Filing Summary

Amerant Bancorp Inc. executive Armando Fleitas reported multiple equity compensation transactions involving Class A common stock and restricted stock units on February 17, 2026. He acquired 834 and 833 shares through the vesting and conversion of earlier RSU awards, and received a new grant of 2,500 RSUs that will vest in three annual installments if he remains in continuous service.

Following these transactions, he directly owned 8,590.74 shares of Class A common stock. To cover tax withholding upon RSU vesting, 495 shares were surrendered at a price of 22.73 per share, which is recorded as a disposition but reflects tax payment rather than an open-market sale.

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)
02/17/2026

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
Class A Common Stock	02/17/2026		M		1,667	A	$0(1)	9,085.74(2)	D
Class A Common Stock	02/17/2026		F		495(3)	D	$22.73	8,590.74	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 2023	$0(1)	02/17/2026		M			834	(4)	(4)	Class A Common Stock	834	$0	0	D
Restricted Stock Units LTI 2024	$0(1)	02/17/2026		M			833	(5)	(5)	Class A Common Stock	833	$0	834	D
Restricted Stock Units LTI 2026	$0(1)	02/17/2026		A		2,500		(6)	(6)	Class A Common Stock	2,500	$0	2,500	D

Explanation of Responses:

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

2. Includes 87.24 and 88.65 shares acquired under the Amerant Bancorp Inc. Employee Stock Purchase Plan on May 30, 2025 and November 28, 2025, respectively.

3. 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.

4. On February 16, 2023, 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. Since the anniversary of the date of grant was on Monday, February 16, 2026, a federal holiday, the vesting occurred on Tuesday, February 17, 2026, the next business day.

5. On February 16, 2024, 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. Since the anniversary of the date of grant was on Monday, February 16, 2026, a federal holiday, the vesting occurred on Tuesday, February 17, 2026, the next business day.

6. On February 17, 2026, 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	02/19/2026
	** 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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FAQ

What insider transactions did AMTB executive Armando Fleitas report on February 17, 2026?

Armando Fleitas reported RSU vesting, a new RSU grant, and related stock movements on February 17, 2026. He converted 1,667 RSUs into Class A shares, received 2,500 new RSUs, and surrendered 495 shares to satisfy tax withholding obligations tied to the vesting.

How many Amerant Bancorp (AMTB) restricted stock units did Armando Fleitas acquire?

Armando Fleitas acquired 2,500 new restricted stock units on February 17, 2026. Each unit represents the right to receive one share of Class A common stock, vesting in substantially equal installments over three years, conditioned on his continued service with Amerant Bancorp or a subsidiary.

How many AMTB Class A shares were received from RSU vesting in this Form 4?

The filing shows 1,667 Class A common shares received from RSU exercises or conversions. These came from 834 units in a 2023 award and 833 units in a 2024 award, both vesting on February 17, 2026 due to anniversary dates falling on a federal holiday.

Why did Amerant Bancorp executive Armando Fleitas dispose of 495 AMTB shares?

The 495-share disposition was to satisfy tax withholding obligations from RSU vesting, not a market sale. Shares were surrendered at 22.73 per share as payment of taxes owed when restricted stock units converted into Class A common stock for the executive.

What is Armando Fleitas’s Amerant Bancorp (AMTB) share ownership after these transactions?

After the reported transactions, Armando Fleitas directly held 8,590.74 shares of Amerant Bancorp Class A common stock. This figure reflects RSU conversions into shares and the 495-share surrender for tax withholding that reduced his non-derivative share balance on February 17, 2026.

How do the Amerant Bancorp (AMTB) RSU awards for 2023, 2024, and 2026 vest?

The 2023, 2024, and 2026 RSU awards each cover 2,500 units and vest in three substantially equal annual installments. Vesting requires that Armando Fleitas remain in continuous service with Amerant Bancorp or a subsidiary through each anniversary vesting date specified in the awards.