Byline Bancorp EVP Ups Holdings After Option Exercise, Sells Part at $25.05

Rhea-AI Filing Summary

Form 4 filing overview – Byline Bancorp, Inc. (BY)

On 20-Jun-2025, EVP & Head of Community Banking Megan Biggam reported multiple option exercises and related share transactions:

• Options exercised (Code M): 24,374 shares + 12,187 shares, both at an exercise price of $11.18, stemming from grants dated 28-Jun-2018 that were set to expire 26-Jun-2025. Total shares acquired: 36,561.
• Share disposals (Code F): 14,833 shares + 7,417 shares at a sale price of $25.05, executed to satisfy option-related obligations as defined by SEC transaction code F. Total shares disposed: 22,250.
• Net result: Insider’s direct holdings increased by 14,311 shares, from an estimated 17,630 to 31,941 shares after all reported transactions.
• Derivative position: The two option tranches were fully exercised, leaving 0 remaining derivative securities.

The filing signals that a senior officer chose to exercise in-the-money options at less than half the reported sale price, while retaining a meaningful portion of the acquired stock.

Positive

• Net increase of 14,311 shares in direct ownership, suggesting confidence.
• Complete elimination of expiring stock options removes a small source of future dilution.

Negative

• Sale of 22,250 shares at $25.05 reduces the immediate bullishness of the exercise.
• Transaction size is immaterial relative to Byline Bancorp’s total share count, limiting market impact.

Insights

Securities Analyst

TL;DR Modest bullish signal: EVP exercised expiring options, sold part for taxes, and increased net stake by 14k shares.

The transactions show a typical end-of-grant exercise pattern. Exercising 36.6k options at $11.18 suggests the insider views the intrinsic value as worth locking in. Even after funding obligations via Code F sales at $25.05, she retained 31,941 shares, up 81% versus her pre-exercise stake (≈17.6k). While the absolute share count is small relative to BY’s float, the net accumulation rather than full disposition leans positive. No new derivatives remain, removing potential future dilution from this grant. Overall impact is neutral-to-slightly-positive for sentiment, but immaterial to the company’s fundamentals.

Corporate Governance Expert

TL;DR Routine option exercise; insider retains shares, indicating alignment but limited corporate impact.

Code M and F combinations are standard for executives ahead of expiration dates. The partial retention of exercised shares aligns the executive’s interests with shareholders, yet the volume—<0.1% of outstanding shares—is not large enough to alter governance dynamics or ownership concentration. No red flags (e.g., rapid full disposals or unusual timing) emerge. I classify the filing as non-impactful from a governance risk perspective.

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^*

BIGGAM MEGAN

(Last) (First) (Middle)

180 NORTH LASALLE STREET

SUITE 300

(Street)

CHICAGO IL 60601

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BYLINE BANCORP, INC. [ BY ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP HEAD OF COMMUNITY BANKING

3. Date of Earliest Transaction (Month/Day/Year)
06/20/2025

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	06/20/2025		M		24,374	A	$11.18	42,004	D
Common stock	06/20/2025		F		14,833	D	$25.05	27,171	D
Common stock	06/20/2025		M		12,187	A	$11.18	39,358	D
Common stock	06/20/2025		F		7,417	D	$25.05	31,941	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
Stock Option	$11.18	06/20/2025		M			24,374	06/28/2018	06/26/2025	Common Stock	24,374	$0	12,187	D
Stock Option	$11.18	06/20/2025		M			12,187	06/28/2018	06/26/2025	Common Stock	12,187	$0	0	D

Explanation of Responses:

	/s/ Thomas J. Bell III, Attorney-in-Fact	06/23/2025
	** 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

How many Byline Bancorp (BY) shares did EVP Megan Biggam acquire?

She acquired 36,561 shares through option exercises on 20-Jun-2025.

How many shares did the insider sell or transfer?

The filing reports 22,250 shares disposed under transaction code F at $25.05 per share.

What is the insider’s new ownership position after the transactions?

Megan Biggam now directly owns 31,941 shares of Byline Bancorp common stock.

What was the exercise price of the options?

Both option tranches were exercised at $11.18 per share.

Were any derivative securities left outstanding?

No. After exercising 36,561 options, zero derivative securities remain from the reported grants.

Does this Form 4 signal significant insider sentiment?

It shows modest positive sentiment due to net share accumulation, but the transaction size is small relative to BY’s float.