CBK Form 4 shows director RSU grant and updated share holdings

Rhea-AI Filing Summary

Commercial Bancgroup, Inc. (CBK) reported an insider equity grant on Form 4. A director received an award of 469 restricted stock units (RSUs) on 11/24/2025 under the Commercial Bancgroup, Inc. 2025 Omnibus Incentive Plan. Each RSU represents a contingent right to receive one share of common stock, with the RSUs vesting 100% on the date of the company’s 2026 annual meeting of shareholders.

Following this grant, the reporting person held 10,018 shares of common stock directly. Additional common stock is reported as indirectly owned through several Neely Children’s Irrevocable Trusts, including holdings such as 222,262 shares and other specified trust accounts for family beneficiaries.

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^*

Neely Alan C.

(Last) (First) (Middle)

C/O COMMERCIAL BANCGROUP, INC.

6710 CUMBERLAND GAP PARKWAY

(Street)

HARROGATE TN 37752

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Commercial Bancgroup, Inc. [ CBK ]

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)
11/24/2025

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	11/24/2025		A		469(1)	A	$0	10,018	D
Common Stock								222,262	I	By Neely Children's Irrevocable Trust
Common Stock								138,219	I	By Non-Exempt Neely Children's Irrevocable Trust FBO Alan C. Neely
Common Stock								55,639	I	By Exempt Neely Children's Irrevocable Trust FBO Alan C. Neely
Common Stock								27,527	I	By Non-Exempt Neely Children's Irrevocable Trust FBO Joann N. England
Common Stock								27,527	I	By Non-Exempt Neely Children's Irrevocable Trust FBO Lori N. Thompson
Common Stock								27,527	I	By Non-Exempt Neely Children's Irrevocable Trust FBO Lori N. Thompson Nancy N. Whitaker

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. Represents an award of restricted stock units (collectively, the "RSUs" and each, an "RSU") granted pursuant to the Commercial Bancgroup, Inc. 2025 Omnibus Incentive Plan. Each RSU represents a contingent right to receive one share of the issuer's common stock. The RSUs vest 100% on the date of the issuer's 2026 annual meeting of shareholders.

	/s/ Philip J. Metheny, attorney-in-fact	11/25/2025
	** 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 insider transaction did Commercial Bancgroup (CBK) report on this Form 4?

The filing reports that a director of Commercial Bancgroup, Inc. (CBK) received an award of 469 restricted stock units (RSUs) of common stock on 11/24/2025.

What are the vesting terms of the 469 RSUs reported for CBK?

The 469 RSUs vest 100% on the date of Commercial Bancgroup’s 2026 annual meeting of shareholders, at which time each RSU converts into one share of common stock.

How many Commercial Bancgroup (CBK) shares does the reporting person own directly after the transaction?

After the reported RSU grant, the reporting person directly owns 10,018 shares of Commercial Bancgroup common stock.

What indirect ownership in CBK does the reporting person disclose?

The reporting person discloses indirect ownership in Commercial Bancgroup common stock through multiple Neely Children’s Irrevocable Trusts, including 222,262 shares in one trust and additional specified amounts in other family trusts.

Under which equity plan were the RSUs for Commercial Bancgroup (CBK) granted?

The RSUs were granted pursuant to the Commercial Bancgroup, Inc. 2025 Omnibus Incentive Plan.

What does each RSU reported for CBK represent?

Each RSU represents a contingent right to receive one share of Commercial Bancgroup’s common stock upon vesting at the 2026 annual meeting of shareholders.