Executive VP at Bank of Marin Bancorp (BMRC) exercises options for 1,200 shares

Rhea-AI Filing Summary

Bank of Marin Bancorp Executive Vice President Robert Gotelli increased his ownership through an option exercise. On February 27, 2026, he exercised stock options for 1,200 shares of common stock at $24.83 per share, converting derivative securities into directly held stock.

Following this transaction, his directly owned common stock position rose to 33,971 shares. The filing also shows indirect ownership of 17,151.0485 shares of common stock held by an ESOP, reflecting shares associated with his employment-related plan.

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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OMB Number:			3235-0287
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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^*

Gotelli Robert

(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)
02/27/2026

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								17,151.0485	I	By ESOP
Common Stock	02/27/2026		M		1,200	A	$24.83	33,971	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
Stock Options (Right to Buy)	$24.83	02/27/2026		M			1,200	(1)	03/01/2026	Common Stock	2,400	$0	1,200	D
Stock Options (Right to Buy)	$34.8							(1)	03/01/2027	Common Stock	1,560		1,560	D
Stock Options (Right to Buy)	$33.58							(1)	03/01/2028	Common Stock	1,740		1,740	D
Stock Options (Right to Buy)	$33.58							(2)	03/01/2028	Common Stock	980		980	D
Stock Options (Right to Buy)	$44.45							(1)	03/01/2029	Common Stock	1,580		1,580	D
Stock Options (Right to Buy)	$40.1							(1)	03/02/2030	Common Stock	1,770		1,770	D
Stock Options (Right to Buy)	$38.25							(1)	03/01/2031	Common Stock	1,153		1,153	D
Stock Options (Right to Buy)	$38.11							10/29/2021	10/29/2031	Common Stock	1,429		1,429	D
Stock Options (Right to Buy)	$34.03							(1)	03/01/2032	Common Stock	1,944		1,944	D

Explanation of Responses:

1. Exercisable 33% per year beginning on first anniversary date of grant.

2. Exercisable 33% immediately, then 33% per year beginning on first anniversary date of grant.

	/s/ Krissy Meyer, Attorney-in-Fact	03/03/2026
	** 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 transaction did BMRC executive Robert Gotelli report?

Robert Gotelli reported exercising stock options to acquire 1,200 Bank of Marin Bancorp common shares. The options were converted into directly owned stock, increasing his direct equity stake in the company as reflected in the updated share balances after the transaction.

At what price did Robert Gotelli acquire BMRC common stock through options?

He acquired 1,200 BMRC common shares at $24.83 per share through an option exercise. This reflects the option exercise price specified in the filing, converting derivative securities into directly held common stock on the stated transaction date.

How many BMRC shares does Robert Gotelli own directly after the Form 4 transaction?

After the reported transaction, Robert Gotelli directly owns 33,971 shares of Bank of Marin Bancorp common stock. This total includes the 1,200 shares received from exercising stock options as disclosed in the Form 4 filing’s post-transaction share balance.

What indirect BMRC share ownership is reported for Robert Gotelli?

The filing reports indirect ownership of 17,151.0485 Bank of Marin Bancorp common shares for Robert Gotelli through an ESOP. This indicates shares associated with an employee stock ownership plan rather than directly held in his personal brokerage account.

What does transaction code M mean in the BMRC Form 4 for Robert Gotelli?

Transaction code M in the BMRC Form 4 indicates an exercise or conversion of a derivative security. In this case, stock options were exercised to acquire 1,200 common shares, converting options into directly owned Bank of Marin Bancorp stock for the executive.

What role does Robert Gotelli hold at Bank of Marin Bancorp?

Robert Gotelli is an Executive Vice President at Bank of Marin Bancorp. His Form 4 filing reflects equity-related compensation activity, specifically the exercise of stock options that increased his direct ownership of the company’s common shares on the reported date.