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Commercial Bancgroup CEO acquires 14,167 shares

Reported RSU vesting schedules run in approximately equal annual installments from September 29, 2026, through September 29, 2029.

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Form Type
4

Rhea-AI Filing Summary

Commercial Bancgroup, Inc. President and CEO and director Terry L. Lee reported conversion of 14,167 restricted stock units into common stock on September 29, 2026, and a separate 4,753-RSU grant. He also reported 5,242 shares delivered or withheld for payment of exercise price or tax liability; the reported price for those shares was $31.56 per share. Indirect holdings included 261,250 shares held by his spouse and 238,050 by Lee Holding Company, L.P.; Lee disclaimed beneficial ownership of the partnership-held shares except to the extent of his pecuniary interest, if any.

Insider Lee Terry L
Role President and CEO
Type Security Shares Price Value
Exercise Restricted Stock Units F1, F3 14,166.6 $0.00 $0.00
Grant/Award Restricted Stock Units F4, F5 4,753 $0.00 $0.00
Exercise Common Stock F1 14,166.6 -- --
Exercise Price or Tax Liability Common Stock 5,241.6 $31.56 $165K
holding Common Stock -- -- --
holding Common Stock F2 -- -- --
Holdings After Transaction: Restricted Stock Units — 33,086.4 contracts (Direct); Common Stock — 263,850 shares (Direct); Common Stock — 261,250 shares (Indirect, By spouse); Common Stock — 238,050 shares (Indirect, By Lee Holding Company, L.P.)
Footnotes (5)
  1. F1. These restricted stock units (collectively, the "RSUs" and each, an "RSU") were granted on September 29, 2025, pursuant to the Commercial Bancgroup, Inc. 2025 Omnibus Incentive Plan (the "Plan"). Each RSU represents a contingent right to receive one share of the issuer's common stock.
  2. F2. The reporting person is the general partner of Lee Holding Company L.P. ("Lee Holding Company"). The reporting person disclaims beneficial ownership of the shares of the issuer's common stock held by Lee Holding Company except to the extent of his pecuniary interest therein, if any.
  3. F3. The RSUs vest in three approximately equal annual installments on each of September 29, 2026, September 29, 2027 and September 29, 2028.
  4. F4. These RSUs were granted on September 29, 2026, pursuant to the Plan. Each RSU represents a contingent right to receive one share of the issuer's common stock.
  5. F5. The RSUs vest in three approximately equal annual installments on each of September 29, 2027, September 29, 2028 and September 29, 2029.
Common shares acquired through RSU conversion 14,167 shares September 29, 2026
RSUs granted 4,753 RSUs September 29, 2026
Shares delivered or withheld 5,242 shares For payment of exercise price or tax liability
Reported transaction price $31.56 per share Delivered-or-withheld shares
Indirect shares held by spouse 261,250 shares Reported September 29, 2026
Indirect shares held by Lee Holding Company, L.P. 238,050 shares Reported September 29, 2026
restricted stock units financial
"These restricted stock units (collectively, the “RSUs”)"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
2025 Omnibus Incentive Plan technical
"pursuant to the Commercial Bancgroup, Inc. 2025 Omnibus Incentive Plan"
An omnibus incentive plan is a company-wide program that authorizes awards of pay tied to performance and retention—such as stock options, restricted shares, cash bonuses and other rewards—here labeled for the year it was adopted (2025). Investors care because it affects how much ownership can be issued, dilutes existing shareholders, and aligns executives’ and employees’ incentives with company goals, similar to giving team members a stake in the outcome.
pecuniary interest technical
"except to the extent of his pecuniary interest therein, if any"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What CBK stock transactions did Terry L. Lee report on September 29, 2026?

Lee reported 14,167 common shares acquired through conversion of restricted stock units, a grant of 4,753 restricted stock units, and 5,242 common shares delivered or withheld for payment of exercise price or tax liability. The reported price for the delivered-or-withheld shares was $31.56 per share.

What vesting schedules did Terry L. Lee report for CBK restricted stock units?

The RSUs converted on September 29, 2026, were granted September 29, 2025, and vest in three approximately equal annual installments on September 29, 2026, 2027 and 2028. The separate grant of 4,753 RSUs is scheduled to vest in three approximately equal annual installments on September 29, 2027, 2028 and 2029.

What CBK shares did Terry L. Lee report as indirectly held?

The ownership table lists 261,250 shares held by Lee's spouse and 238,050 shares held by Lee Holding Company, L.P. Lee is the partnership's general partner and disclaims beneficial ownership of its shares except to the extent of his pecuniary interest, if any.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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*
Lee Terry L

(Last)(First)(Middle)
C/O COMMERCIAL BANCGROUP, INC.
6710 CUMBERLAND GAP PARKWAY

(Street)
HARROGATE TENNESSEE 37752

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Commercial Bancgroup, Inc. [ CBK ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
President and CEO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/29/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock09/29/2026M14,166.6A(1)269,091.6D
Common Stock09/29/2026F5,241.6D$31.56263,850D
Common Stock261,250IBy spouse
Common Stock238,050IBy Lee Holding Company, L.P.(2)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(1)(1)09/29/2026M14,166.6 (3) (3)Common Stock14,166.6$028,333.4D
Restricted Stock Units(4)(4)09/29/2026A4,753 (5) (5)Common Stock4,753$04,753D
Explanation of Responses:
1. These restricted stock units (collectively, the "RSUs" and each, an "RSU") were granted on September 29, 2025, pursuant to the Commercial Bancgroup, Inc. 2025 Omnibus Incentive Plan (the "Plan"). Each RSU represents a contingent right to receive one share of the issuer's common stock.
2. The reporting person is the general partner of Lee Holding Company L.P. ("Lee Holding Company"). The reporting person disclaims beneficial ownership of the shares of the issuer's common stock held by Lee Holding Company except to the extent of his pecuniary interest therein, if any.
3. The RSUs vest in three approximately equal annual installments on each of September 29, 2026, September 29, 2027 and September 29, 2028.
4. These RSUs were granted on September 29, 2026, pursuant to the Plan. Each RSU represents a contingent right to receive one share of the issuer's common stock.
5. The RSUs vest in three approximately equal annual installments on each of September 29, 2027, September 29, 2028 and September 29, 2029.
/s/ Philip J. Metheny, attorney-in-fact10/01/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

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