Bank of Marin (BMRC) EVP reports 6,393-share grant and tax dispositions

Rhea-AI Filing Summary

Bank of Marin Bancorp executive Sathis Arasadi reported stock-based compensation and related tax withholding transactions. On March 2, 2026, he acquired 6,393 shares of common stock as a grant or award at $0.00 per share.

To cover tax obligations, he disposed of 260 shares on March 2, 2026 at $25.06 per share and 245 shares on March 3, 2026 at $25.03 per share through tax-withholding dispositions. Following these transactions, he directly held 18,638 shares of common stock, with an additional 404.2208 shares held indirectly through an ESOP account.

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

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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^*

Sathis Arasadi

(Last) (First) (Middle)

504 REDWOOD BLVD., SUITE 100

(Street)

NOVATO CA 94947

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Bank of Marin Bancorp [ BMRC ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EXECUTIVE VICE PRESIDENT

3. Date of Earliest Transaction (Month/Day/Year)
03/02/2026

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
Common Stock	03/02/2026		A		6,393	A	$0	19,143	D
Common Stock	03/02/2026		F		260	D	$25.06	18,883	D
Common Stock	03/03/2026		F		245	D	$25.03	18,638	D
Common Stock								404.2208	I	ESOP

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:

	/s/ Krissy Meyer, Attorney-in-Fact	03/04/2026
	** 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 transactions did Sathis Arasadi report for BMRC?

Executive Vice President Sathis Arasadi reported a stock grant and related tax-withholding dispositions. He received 6,393 Bank of Marin Bancorp common shares as a grant and disposed of 505 shares to satisfy tax obligations, reflecting routine equity compensation activity.

How many Bank of Marin Bancorp shares were granted to Sathis Arasadi?

Sathis Arasadi was granted 6,393 shares of Bank of Marin Bancorp common stock. The award was recorded at a price of zero per share, indicating stock-based compensation rather than an open-market purchase, and increased his direct share ownership before tax-withholding transactions.

What were the tax-withholding dispositions reported by Sathis Arasadi at BMRC?

He reported two tax-withholding dispositions of Bank of Marin Bancorp stock. These covered 260 shares at $25.06 per share and 245 shares at $25.03 per share, used to satisfy exercise price or tax liabilities associated with his equity compensation.

What is Sathis Arasadi’s Bank of Marin Bancorp share ownership after these transactions?

After the reported transactions, Sathis Arasadi directly held 18,638 shares of Bank of Marin Bancorp common stock. He also had 404.2208 additional shares held indirectly through an ESOP account, reflecting both direct and employee-plan-related ownership interests.

Were the BMRC insider transactions open-market buys or sells?

The filing shows a grant of 6,393 Bank of Marin Bancorp shares and tax-withholding dispositions, not open-market trades. The dispositions, coded “F,” represent shares delivered to cover tax or exercise costs, rather than discretionary buying or selling on the market.

How many Bank of Marin Bancorp shares did Sathis Arasadi dispose of for taxes?

He disposed of a total of 505 Bank of Marin Bancorp shares to cover taxes. This included 260 shares at $25.06 per share and 245 shares at $25.03 per share, both classified as tax-withholding dispositions under transaction code “F.”