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BayFirst (BAFN) director Berset reports 99-share tax withholding, holds over 214k shares

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

Rhea-AI Filing Summary

BayFirst Financial Corp. director Mark S. Berset reported routine equity compensation-related activity. On the reported date, 99 shares of common stock were withheld at $6.49 per share to cover tax obligations tied to the net settlement of restricted stock awards, which the company notes does not represent a sale by Berset.

Following this tax-withholding disposition, he holds 214,810.792 shares of common stock directly, and additional indirect holdings through several family trusts, including 48,697.3680 shares in the Linda Berset Irrevocable Trust, 6,596.1997 shares in the Linda C. Berset Family Trust, and 16,217.1733 shares in the Mark S. Berset 2012 Irrevocable Trust.

Positive

  • None.

Negative

  • None.
Insider Berset Mark S
Role null
Type Security Shares Price Value
Tax Withholding Common Stock 99 $6.49 $642.51
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 214,810.792 shares (Direct, null); Common Stock — 16,217.173 shares (Indirect, Mark S. Berset 2012 Irrevocable Trust U/A Dated 12/13/12)
Footnotes (1)
  1. [object Object]
Tax-withheld shares 99 shares Common stock withheld to cover RSA tax obligations
Tax-withholding price $6.49 per share Value used for 99-share tax withholding
Direct holdings after transaction 214,810.792 shares Common stock directly owned post-withholding
Linda Berset Irrevocable Trust holdings 48,697.3680 shares Indirect ownership via Linda Berset Irrevocable Trust
Linda C. Berset Family Trust holdings 6,596.1997 shares Indirect ownership via Linda C. Berset Family Trust
Mark S. Berset 2012 Irrevocable Trust holdings 16,217.1733 shares Indirect ownership via 2012 Irrevocable Trust
Tax-withholding shares count 99 shares Reported in transactionSummary as taxWithholdingShares
restricted stock awards (RSAs) financial
"in connection with the net settlement of restricted stock awards (RSAs)"
net settlement financial
"in connection with the net settlement of restricted stock awards (RSAs)"
tax withholding and remittance obligations financial
"withheld by the Issuer to satisfy its tax withholding and remittance obligations"
irrevocable trust financial
"Mark S. Berset 2012 Irrevocable Trust U/A Dated 12/13/12"
An irrevocable trust is a legal arrangement where an owner transfers assets into a separate entity managed by a trustee and gives up the power to modify or reclaim those assets. For investors it matters because putting stock or other holdings into such a trust can change who controls and benefits from the assets, affect taxes and creditor protection, and influence how easy it is to sell or value those holdings—like placing valuables in a locked safe overseen by someone else.
Family Trust financial
"Linda C. Berset Family Trust"
SEC Form 4
FORM 4UNITED 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*
Berset Mark S

(Last)(First)(Middle)
700 CENTRAL AVE

(Street)
ST. PETERSBURG FLORIDA 33701

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
BayFirst Financial Corp. [ BAFN ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/15/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock05/15/2026F(1)99D$6.49214,810.792D
Common Stock16,217.1733IMark S. Berset 2012 Irrevocable Trust U/A Dated 12/13/12
Common Stock6,596.1997ILinda C. Berset Family Trust
Common Stock48,697.368ILinda Berset Irrevocable Trust
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Represents shares that have been withheld by the Issuer to satisfy its tax withholding and remittance obligations in connection with the net settlement of restricted stock awards (RSAs) and does not represent a sale by the Reporting Person.
Remarks:
/s/ Barbara Felts, Attorney-in-fact05/18/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider activity did BayFirst Financial Corp. (BAFN) report for Mark S. Berset?

BayFirst Financial Corp. reported a tax-related share withholding for director Mark S. Berset. The company withheld 99 common shares to satisfy tax obligations from restricted stock awards, which it clarified does not represent an open-market sale by Berset.

How many BayFirst Financial Corp. (BAFN) shares were withheld for taxes in this Form 4?

The Form 4 shows 99 BayFirst Financial Corp. common shares withheld at $6.49 each. These shares were used to satisfy tax withholding and remittance obligations arising from the net settlement of restricted stock awards, rather than being sold in the market.

How many BayFirst Financial Corp. (BAFN) shares does Mark S. Berset hold directly after this filing?

After the reported tax-withholding transaction, Mark S. Berset directly holds 214,810.792 BayFirst Financial Corp. common shares. This reflects his post-transaction direct ownership and excludes additional shares held indirectly through various family trusts.

What indirect BayFirst Financial Corp. (BAFN) holdings are reported for Mark S. Berset?

The filing lists indirect BayFirst holdings for Mark S. Berset through several trusts: 48,697.3680 shares in the Linda Berset Irrevocable Trust, 6,596.1997 shares in the Linda C. Berset Family Trust, and 16,217.1733 shares in the Mark S. Berset 2012 Irrevocable Trust.

Does the BayFirst Financial Corp. (BAFN) Form 4 show any open-market share sales by Mark S. Berset?

The Form 4 does not show any open-market sales by Mark S. Berset. The only disposition reported is 99 shares withheld by the company to cover tax obligations from restricted stock awards, explicitly noted as not a sale by him.

What was the price per share used for the BayFirst Financial Corp. (BAFN) tax withholding?

The tax withholding used a price of $6.49 per BayFirst Financial Corp. common share. At this price, 99 shares were withheld to satisfy the issuer’s tax withholding and remittance obligations related to Berset’s restricted stock awards.