Bankwell (BWFG) Form 4: Multiple Purchases and Restricted Stock Distributions Reported

Rhea-AI Filing Summary

Lawrence B. Seidman, a director of Bankwell Financial Group, Inc. (BWFG), reported multiple transactions on 09/10/2025. He purchased blocks of common stock through several affiliated entities: 4,602 shares at $44.53, 1,502 shares at $44.54, 913 shares at $44.55, 2,700 shares at $44.54, 753 shares at $44.55 and 530 shares at $44.57; the Form shows the resulting beneficial ownership counts for each entity after those purchases. The filing also reports disposals tied to restricted stock vesting and a deferred compensation plan: 1,800 shares (granted 02/07/2025) with staged vesting through 2028, 1,067 shares (granted 12/29/2023) with 533 already vested, 800 shares (granted 12/30/2022) with 800 vested, 400 shares (granted 12/31/2021) with 1,200 vested to date, and a separate 15,338-share disposition related to a Deferred Compensation Plan. The Form 4 was signed by an attorney-in-fact on 09/11/2025.

Positive

• Director purchases disclosed: Multiple purchases on 09/10/2025 across affiliated entities at prices $44.53–$44.57 indicate additional insider accumulation.
• Clear vesting disclosure: Footnotes specify grant dates and vesting schedules for restricted shares, improving transparency.
• Filing compliance: Form 4 executed and signed by an attorney-in-fact on 09/11/2025, showing timely disclosure.

Negative

• Dispositions reported: Multiple restricted-share dispositions and a 15,338-share Deferred Compensation Plan distribution appear in the filing.
• Fragmented beneficial ownership: Purchases are recorded across several affiliated entities, which can make aggregate insider position less immediately clear from the Form.

Insights

Securities Analyst

TL;DR: Director executed multiple small purchases across affiliated vehicles and reported scheduled vesting-related dispositions; impact appears routine.

The transactions are a mix of open-market purchases (codes "P") executed on 09/10/2025 at prices between $44.53 and $44.57 across several Seidman-controlled entities, increasing reported beneficial holdings at the entity level. Disposals reflect vesting and distribution of previously granted restricted stock and a Deferred Compensation Plan distribution; explanatory footnotes specify vesting schedules and amounts vested as of the filing date. From a market-significance perspective, these are director-level reallocations and scheduled vesting events rather than a single, large market-moving event.

Corporate Governance Expert

TL;DR: Reporting follows Section 16 patterns: purchases by controlled entities and dispositions from planned vesting; disclosures are detailed and compliant.

The Form 4 identifies the reporting person as a director and shows individual filings by one reporting person with transactions by affiliated entities and the Deferred Compensation Plan. Explanations clearly tie disposals to specific restricted stock grants with vesting schedules and note amounts already vested. The filing was signed by an attorney-in-fact, consistent with delegated reporting practices. No omissions of grant dates or vesting terms are apparent in the provided explanations.

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
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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^*

SEIDMAN LAWRENCE B

(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)
09/10/2025

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	09/10/2025		P		4,602	A	$44.53	182,795	I	By Seidman and Associates, L.L.C.
Common Stock	09/10/2025		P		1,502	A	$44.54	129,547	I	By Seidman Investment Partnership, L.P.
Common Stock	09/10/2025		P		913	A	$44.55	169,910	I	By Seidman Investment Partnership II, L.P.
Common Stock	09/10/2025		P		2,700	A	$44.54	107,326	I	By LSBK06-08, L.L.C.
Common Stock	09/10/2025		P		753	A	$44.55	127,795	I	By Broad Park Investors, L.L.C.
Common Stock	09/10/2025		P		530	A	$44.57	20,069	I	By Chewy Gooey Cookies, L.P.
Common Stock								1,800	D(1)
Common Stock								1,067	D(2)
Common Stock								800	D(3)
Common Stock								400	D(4)
Common Stock								3,775	I	Deferred Compensation Plan
Common Stock								15,338	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.

3. 1,600 shares of restricted stock granted on December 30, 2022, pursuant to the 2012 Bankwell Financial Group, Inc. Stock Plan and will vest in four equal annual installments of 25%, with the first installment vesting on January 2, 2024 and an additional 25% to vest on each annual anniversary of the vesting date thereafter. As of the filing date, 800 shares have vested.

4. 1,600 shares of restricted stock granted on December 31, 2021, pursuant to the 2012 Bankwell Financial Group, Inc. Stock Plan and will vest in four equal annual installments of 25%, with the first installment vesting on January 2, 2023 and an additional 25% to vest on each annual anniversary of the vesting date thereafter. As of the filing date, 1,200 shares have vested.

Remarks:

	/s/ Angelo G. Fusaro, Attorney-in-Fact for Lawrence B. Seidman	09/11/2025
	** 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.
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FAQ

What insider activity did Lawrence B. Seidman report for BWFG on 09/10/2025?

He reported multiple purchases: 4,602 shares at $44.53, 1,502 shares at $44.54, 913 shares at $44.55, 2,700 shares at $44.54, 753 shares at $44.55, and 530 shares at $44.57.

Were there any dispositions reported in the Form 4 for BWFG?

Yes. The filing lists dispositions tied to restricted stock and a deferred plan: 1,800, 1,067, 800, 400 shares from specified grants, and 15,338 shares related to the Deferred Compensation Plan.

What explains the dispositions of restricted stock reported by Seidman?

Footnotes state the dispositions correspond to prior restricted stock grants with specific vesting schedules (grants dated 02/07/2025, 12/29/2023, 12/30/2022, and 12/31/2021) and indicate amounts already vested as of the filing date.

How is beneficial ownership reported after the purchases?

The Form shows entity-level beneficial ownership totals after the purchases (for example, one entity shows 182,795 shares after acquiring 4,602 shares); totals are listed per affiliated entity in the filing.

Who signed the Form 4 and when?

The Form 4 was signed by Angelo G. Fusaro, Attorney-in-Fact for Lawrence B. Seidman on 09/11/2025.