Bankwell Financial (NASDAQ: BWFG) director adds shares in $46 plan purchase

Rhea-AI Filing Summary

Bankwell Financial Group, Inc. director Jeffrey R. Dunne reported an indirect open-market purchase of 357 shares of common stock at $46.00 per share on March 6, 2026, through a Deferred Compensation Plan. Following this transaction, indirect holdings reported under the plan total 5,805 shares.

The filing also updates direct holdings and restricted stock awards. Footnotes describe 1,600 restricted shares granted on December 29, 2023, 1,800 granted on February 7, 2025, and 1,455 granted on February 9, 2026, each with scheduled vesting through February 2029.

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^*

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)
03/06/2026

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	03/06/2026		P		357	A	$46	5,805	I	Deferred Compensation Plan
Common Stock								534	D(1)
Common Stock								1,200	D(2)
Common Stock								1,455	D(3)
Common Stock								4,166	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. 1,600 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, 1,066 shares have vested.

2. 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. As of the filing date, 600 shares have vested.

3. 1,455 shares of restricted stock granted on February 9, 2026, pursuant to the 2022 Bankwell Financial Group, Inc. Stock Plan with 485 to vest on February 7, 2027. 485 will vest on February 7, 2028 and 485 will vest on February 7, 2029.

Remarks:

	s/ Angelo G. Fusaro Attorney-in-Fact for Jeffrey R. Dunne	03/09/2026
	** 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 BWFG director Jeffrey R. Dunne report?

Jeffrey R. Dunne reported an indirect open-market purchase of 357 shares of Bankwell Financial Group common stock at $46.00 per share on March 6, 2026. The shares were acquired through a Deferred Compensation Plan, increasing the reported indirect plan holdings to 5,805 shares.

How many BWFG shares does Jeffrey R. Dunne now hold indirectly through the plan?

After the March 6, 2026 purchase, Jeffrey R. Dunne’s indirect holdings in Bankwell Financial Group common stock through the Deferred Compensation Plan total 5,805 shares. This reflects the addition of 357 shares bought at $46.00 in the reported transaction.

Were there any BWFG restricted stock grants disclosed for Jeffrey R. Dunne?

Yes. The filing notes restricted stock grants of 1,600 shares on December 29, 2023, 1,800 shares on February 7, 2025, and 1,455 shares on February 9, 2026. Each grant vests in equal portions on specified anniversaries through February 2029.

How many of Jeffrey R. Dunne’s BWFG restricted shares had vested by the filing date?

By the filing date, 1,066 shares from the 1,600-share grant dated December 29, 2023 and 600 shares from the 1,800-share grant dated February 7, 2025 had vested, according to the footnotes, leaving the remaining portions subject to future vesting.

What is the vesting schedule for Dunne’s 2023 BWFG restricted stock grant?

The 1,600 restricted shares granted on December 29, 2023 vest in three tranches: 533 vested on February 7, 2025, another 533 will vest on February 7, 2026, and the final 534 will vest on February 7, 2027, subject to plan terms.

What is the vesting schedule for Dunne’s 2025 and 2026 BWFG restricted stock grants?

For the 1,800 shares granted on February 7, 2025, 600 vested by the filing date, with 600 vesting on February 7, 2027 and 600 on February 7, 2028. The 1,455 shares granted February 9, 2026 vest in three 485-share installments from 2027 to 2029.