[Form 4] Beacon Financial Corp Insider Trading Activity

Rhea-AI Filing Summary

Carl M. Carlson, identified as a director and the CFO & Chief Strategy Officer of Beacon Financial Corporation, reported a Section 16 transaction dated 09/19/2025. He was granted 7,879 restricted shares of Beacon Financial common stock at no cash price, bringing his total beneficial ownership to 73,690 shares. The restricted shares were granted under the Beacon Financial Corporation 2025 Stock Option and Incentive Plan and vest in two equal annual installments beginning September 1, 2026. The Form 4 was signed by Marissa S. Martin as power of attorney on 09/23/2025.

Positive

• Grant of 7,879 restricted shares increases insiders alignment with shareholders
• Post-grant beneficial ownership of 73,690 shares is disclosed, providing transparency
• Vesting schedule (two equal annual installments starting 09/01/2026) ties compensation to continued service

Negative

• Restricted shares do not vest immediately, so there is no immediate increase in liquid insider-held shares
• Grant disclosed at $0 indicates a non-cash award rather than a market purchase

Insights

Financial Analyst

TL;DR: Insider received 7,879 restricted shares, increasing total holdings to 73,690; vesting delays immediate sale.

The grant of restricted stock to the CFO and Chief Strategy Officer is a typical executive compensation action intended to align management with shareholder interests. The award was a non-cash grant (price shown as $0) under the companys 2025 incentive plan and vests in two equal annual installments beginning September 1, 2026, which defers liquidity and links value realization to continued service. For investors, the transaction is neither an immediate dilution event with public sale nor an indicator of changed control; it is a retention/compensation mechanism without disclosed performance conditions in this filing.

Corporate Governance Expert

TL;DR: Restricted-share grant follows standard governance practice to retain senior executive; vesting schedule creates future alignment.

The disclosure shows compliance with Section 16 reporting for an equity grant to a key officer. The two-year annual vesting schedule beginning in 2026 suggests a straightforward time-based retention tool. The filing includes the reporting person's officer role and the total post-grant ownership, enabling assessment of insider ownership concentration. No amendments, sales, or derivative transactions were reported, and the form was executed under power of attorney, which is properly disclosed.

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^*

Carlson Carl M

(Last) (First) (Middle)

131 CLARENDON STREET

(Street)

BOSTON MA 02116

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Beacon Financial Corp [ BBT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CFO & Chief Strategy Officer

3. Date of Earliest Transaction (Month/Day/Year)
09/19/2025

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
Common Stock	09/19/2025		A		7,879(1)	A	$0	73,690(2)	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

Explanation of Responses:

1. Restricted stock shares granted pursuant to the Beacon Financial Corporation 2025 Stock Option and Incentive Plan. The shares vest in two equal annual installments commencing on September 1, 2026.

2. Includes shares of restricted stock granted pursuant to the Beacon Financial Corporation 2025 Stock Option and Incentive Plan.

Remarks:

	Carl M. Carlson, by Marissa S. Martin, P.O.A.	09/23/2025
	** 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 did the Beacon Financial (BBT) Form 4 filed for Carl M. Carlson disclose?

The Form 4 reports a grant of 7,879 restricted common shares to Carl M. Carlson on 09/19/2025, bringing his total beneficial ownership to 73,690 shares.

What is the vesting schedule for the restricted shares granted to the CFO?

The restricted shares vest in two equal annual installments beginning on September 1, 2026.

Was any cash paid by the reporting person for these shares?

No cash price was reported; the transaction is shown at $0, indicating a grant under the companys incentive plan.

Under which plan were the restricted shares granted?

The shares were granted pursuant to the Beacon Financial Corporation 2025 Stock Option and Incentive Plan.

Who signed the Form 4 and when was it executed?

The Form 4 was signed by Marissa S. Martin, P.O.A. on 09/23/2025 for Carl M. Carlson.