[Form 4] Bankwell Financial Group Inc Insider Trading Activity

Rhea-AI Filing Summary

Jeffrey R. Dunne, a director of Bankwell Financial Group, Inc. (BWFG), reported insider transactions on 09/04/2025. The filing shows a purchase of 407 shares of common stock at $42.45 per share, recorded with transaction code P. After the reported transactions, the filing lists 5,085 shares beneficially owned indirectly. The Form 4 also documents restricted stock grants described in the explanations: an 1,800-share grant dated February 7, 2025, vesting in three annual tranches of 600 shares, and a 1,600-share grant dated December 29, 2023, of which 533 shares vested on February 7, 2025 and the remaining vest over 2026–2027. The filing is signed by an attorney-in-fact on 09/05/2025.

Positive

• Open-market purchase: Reporting person purchased 407 shares at $42.45 on 09/04/2025.
• Clear equity compensation disclosure: Grants of restricted stock (1,800 shares and 1,600 shares) include explicit vesting schedules.

Negative

• Reported dispositions: The Form 4 lists dispositions including 1,800 and 1,067 shares and a line showing 3,033 shares disposed (as presented on the form).
• No material corporate events disclosed: Filing contains routine transactions only and no actionable operational or financial updates for investors.

Insights

Financial Analyst

TL;DR: Director purchased a small block of 407 shares at $42.45 and retains indirect ownership of 5,085 shares.

The purchase of 407 shares at $42.45 is explicitly reported and increases the reporting person’s indirect stake to 5,085 shares. The filing also documents equity compensation grants with multi-year vesting schedules: an 1,800-share grant (600 shares vesting annually from 2026–2028) and a 1,600-share grant with staggered vesting through 2027 of which 533 shares vested in February 2025. These items are routine insider reporting and compensation disclosures; there are no earnings, material financings, or corporate actions disclosed in this Form 4.

Corporate Governance Expert

TL;DR: Form 4 records a modest open-market purchase and multiple restricted stock grants with standard vesting schedules.

The filing clarifies both open-market activity and compensation-related equity awards. The restricted stock grants include clear vesting dates and amounts, which is consistent with standard director compensation practices. The document is procedural and informational; it does not disclose any extraordinary governance events, departures, or material changes to control. All details provided are transactional and administrative in nature.

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^*

Dunne Jeffrey R

(Last) (First) (Middle)

C/O BANKWELL FINANCIAL GROUP, INC

258 ELM STREET

(Street)

NEW CANAAN CT 06840

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Bankwell Financial Group, Inc. [ BWFG ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
09/04/2025

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	09/04/2025		P		407	A	$42.45	5,085	I	Deferred Compensation Plan
Common Stock								1,800	D(1)
Common Stock								1,067	D(2)
Common Stock								3,033	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. 1,800 shares of restricted stock granted on February 7, 2025, pursuant to the 2022 Bankwell Financial Group, Inc. Stock Plan with 600 to vest on February 7, 2026. 600 will vest on February 7, 2027 and 600 will vest on February 7, 2028.

2. 1,600 shares of restricted stock granted on December 29, 2023, pursuant to the 2022 Bankwell Financial Group, Inc. Stock Plan with 533 vested on February 7, 2025, 533 will vest on February 7, 2026 and 534 will vest on February 7, 2027. As of the filing date, 533 shares have vested.

Remarks:

	s/ Angelo G. Fusaro Attorney-in-Fact for Jeffrey R. Dunne	09/05/2025
	** 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 Jeffrey R. Dunne report on Form 4 for BWFG?

The filing reports a purchase of 407 shares at $42.45 on 09/04/2025 and shows 5,085 shares beneficially owned indirectly after the transactions.

Are there restricted stock grants disclosed in the Form 4 for BWFG?

Yes. The filing explains an 1,800-share restricted stock grant dated 02/07/2025 (600 shares vest annually 2026–2028) and a 1,600-share grant dated 12/29/2023 with staggered vesting through 2027.

When was the transaction reported on the Form 4 for BWFG?

The transaction date shown is 09/04/2025, and the form is signed by an attorney-in-fact on 09/05/2025.

How many shares does the reporting person own after the reported transactions?

The Form 4 reports 5,085 shares beneficially owned following the reported transaction(s).

What is the purchase price per share reported on the Form 4?

The purchase price reported for the 407-share transaction is $42.45 per share.