Bankwell (NASDAQ: BWFG) director receives 1,455-share restricted stock grant

Rhea-AI Filing Summary

Bankwell Financial Group director Darryl Demos received a grant of 1,455 shares of restricted common stock on February 9, 2026. The award was granted at a price of $0 per share under the 2022 Stock Plan and is scheduled to vest in three equal installments of 485 shares on February 7, 2027, February 7, 2028, and February 7, 2029.

The Form 4 also shows Demos’ previously granted restricted stock awards, including 1,600 shares granted on December 30, 2022, 1,600 shares granted on December 29, 2023, and 1,800 shares granted on February 7, 2025, with portions of each already vested according to their multi-year schedules.

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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1. Name and Address of Reporting Person^*

Demos Darryl

(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)
02/09/2026

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	02/09/2026		A		1,455	A	$0	1,455	D(1)
Common Stock								400	D(2)
Common Stock								534	D(3)
Common Stock								1,200	D(4)
Common Stock								11,456	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. 1,455 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.

2. 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 vested on January 2, 2024 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.

3. 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.

4. 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.

Remarks:

	/s/ Courtney E. Sacchetti, Attorney-in-Fact for Darryl M. Demos	02/10/2026
	** 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).
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FAQ

What did Bankwell Financial Group (BWFG) disclose about Darryl Demos’ new stock grant?

Bankwell reported that director Darryl Demos received 1,455 shares of restricted common stock on February 9, 2026 at $0 per share. The award was granted under the 2022 Stock Plan and will vest in three equal annual installments starting in 2027.

How will the 1,455 restricted shares granted to Darryl Demos vest at BWFG?

The 1,455 restricted shares granted on February 9, 2026 will vest in three installments of 485 shares each. The vesting dates are February 7, 2027, February 7, 2028, and February 7, 2029, reflecting a multi‑year retention structure.

What earlier restricted stock awards to Darryl Demos does the BWFG Form 4 describe?

The filing describes prior grants of 1,600 shares on December 30, 2022, 1,600 shares on December 29, 2023, and 1,800 shares on February 7, 2025. Each award vests in scheduled annual installments, with portions already vested as of the filing date.

How much of Darryl Demos’ 2022 restricted stock grant at BWFG has vested?

From the 1,600-share restricted stock grant dated December 30, 2022, 1,200 shares have vested as of the filing date. The grant vests in four equal annual installments of 25%, with the first installment vested on January 2, 2024 and further 25% tranches vesting annually.

What vesting schedule applies to Darryl Demos’ 2023 BWFG restricted stock grant?

The December 29, 2023 grant of 1,600 restricted shares under the 2022 Plan vests in three tranches. 533 shares vested on February 7, 2025, another 533 shares are scheduled to vest on February 7, 2026, and 534 shares on February 7, 2027.

How is the February 7, 2025 restricted stock grant to Darryl Demos structured?

The February 7, 2025 grant covers 1,800 restricted shares under the 2022 Plan. It is structured in three equal installments of 600 shares, with 600 shares vested as of the filing date and additional 600-share tranches scheduled for February 7, 2027 and February 7, 2028.