Bank of Marin Bancorp SEC filings document the regulatory record of a California bank holding company whose common stock trades on Nasdaq under BMRC. The filings identify Bank of Marin as its wholly owned banking subsidiary and cover financial results, capital structure, registered securities, and material events affecting the company.
BMRC filings include Form 8-K reports for quarterly operating results, Regulation FD investor presentations, dividend disclosures, corporate governance and officer appointments, and accounting matters involving non-reliance on previously issued financial statements. Its proxy materials document board elections, executive compensation, equity awards, pay-versus-performance disclosures, and shareholder voting matters.
Bank of Marin Bancorp executive Brandi Campbell forfeited 2,817 shares of common stock when performance-based restricted shares granted in 2023 failed to meet required goals, resulting in a 0% payout and cancellation for no consideration. Following this non-market transaction, Campbell holds 22,540 common shares directly, plus additional indirect ESOP shares and several option grants on Bank of Marin stock.
Bank of Marin Bancorp amendment reports that The Vanguard Group holds 0 shares of the company's common stock and 0% of the class following an internal realignment. The filing states subsidiaries and business divisions of The Vanguard Group now report beneficial ownership separately in accordance with SEC Release No. 34-39538, effective January 12, 2026. The form is signed by Ashley Grim, Head of Global Fund Administration, dated 03/26/2026.
Bank of Marin Bancorp is sharing an investor presentation at the Raymond James Northern California Bank Investor Symposium, highlighting balance sheet repositioning and fourth-quarter 2025 performance. The bank sold $593.2 million of held-to-maturity securities at a pre-tax loss of $69.5 million and issued $45 million of subordinated debt at 6.75% to replenish capital. Tax-equivalent net interest margin improved to 3.18% in Q4, with December at 3.27%. Newly funded loans reached $106.5 million in the quarter, and deposits grew with a 1.35% tax-equivalent cost and 36.7% non-interest-bearing mix. Despite a GAAP net loss driven by securities losses, comparable non-GAAP pre-tax, pre-provision income and returns were positive, supported by solid credit quality, strong liquidity of about $2.1 billion, and robust capital ratios including total risk-based capital around 16% and tangible common equity above 8%.
Bank of Marin Bancorp filed its annual report and restated prior financial statements after discovering material classification errors in reciprocal network deposits and related interest expense. The corrections reclassify certain deposits between interest-bearing and non-interest-bearing categories and reclassify related expenses between interest and non-interest expense.
The company states these errors did not affect net income or earnings per share for any affected period, nor total deposits or stockholders’ equity. Management concluded there is a material weakness in internal control over financial reporting as of December 31, 2025 and has begun remediation. The bank continues to operate a Northern California–focused community banking and wealth management franchise.
Bank of Marin Bancorp furnished an investor presentation in connection with management’s participation in the Stephens Virtual West Coast Bank Trip, outlining a major fourth-quarter 2025 balance sheet repositioning and updated metrics. The bank sold $593.2 million of held-to-maturity securities, recognizing a $69.5 million pre-tax loss, and issued $45 million of subordinated debt at 6.75% to rebuild capital. As adjusted, tax-equivalent net interest margin improved to 3.18% in Q4 2025, with December at 3.27%, while newly funded loans reached $106.5 million and deposits grew at a 3.90% annualized rate. Non-interest-bearing deposits were 36.7% of total deposits and total liquidity was $2.148 billion, supporting a loan-to-deposit ratio of 62% and total assets of $3.9 billion as of December 31, 2025. Despite a GAAP net loss of $39.5 million for Q4 2025, non-GAAP comparable net income was $9.4 million, with strong capital ratios including 16.13% total risk-based capital and tangible common equity to tangible assets of 8.35% at year-end.
Gotelli Robert reported acquisition or exercise transactions in this Form 4 filing.
Bank of Marin Bancorp executive Robert Gotelli received a grant of 4,701 shares of common stock on March 2, 2026. The award was recorded at a price of $0.00 per share, reflecting a stock-based compensation grant rather than an open-market purchase.
After this grant, Gotelli directly owned 38,672 shares of common stock. He also held several blocks of stock options, each described as a right to buy shares, with post-transaction holdings such as 2,400 options and other smaller option positions that vest over time per the stated schedules.
In addition, there was an indirect holding of 17,151.0485 shares of common stock listed as owned "By ESOP," indicating participation through an employee stock ownership plan. Footnotes explain that certain options become exercisable in stages, typically 33% per year starting on the first anniversary of the grant, with one footnote noting that 33% is exercisable immediately and the remainder vests annually thereafter.
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.
Bank of Marin Bancorp Executive Vice President Brandi Campbell reported equity compensation and related tax withholding transactions in company stock. On March 2, 2026, Campbell received a grant of 6,454 shares of common stock at a stated price of $0.00 per share as a stock award.
To cover tax obligations, a total of 721 shares of common stock were disposed of through two tax-withholding transactions coded “F” on March 2 and March 3, 2026, at prices of $25.06 and $25.03 per share. After these transactions, Campbell directly held 25,357 common shares and also had 2,326.0639 common shares held indirectly through an ESOP, along with several stock option positions with updated outstanding amounts.
Bank of Marin Bancorp executive vice president Misako Stewart reported routine equity compensation moves. On March 2, 2026, she acquired 6,492 shares of common stock as a grant at $0.00 per share, then had 31,797 shares directly owned. On March 2 and 3, the company withheld 536 and 254 shares, respectively, at about $25.06 and $25.03 per share to cover tax obligations, leaving her with 31,007 directly owned shares. She also indirectly holds 4,623.5366 shares through an ESOP as of March 2, 2026.
Bloom David A reported acquisition or exercise transactions in this Form 4 filing.
Bank of Marin Bancorp executive vice president David A. Bloom received a grant of 6,496 shares of common stock on March 2, 2026, as an equity award with no cash price per share. Following this grant, he directly owns 23,565 common shares.