STOCK TITAN

Commercial Bancgroup (CBK) director reports trust and partnership share transfers

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Commercial Bancgroup, Inc. director Aaron A. Robertson reported internal restructurings of Common Stock holdings involving related entities. Shares were transferred between Robertson Holding Company, L.P. and the Craig E. Robertson Children's Irrevocable Trust and the Edwin G. Robertson Children's Irrevocable Trust in connection with a distribution of Robertson Holding’s assets to its limited partners, with no purchase price paid for these transfers. The filing also shows direct and indirect holdings, including shares held by a child and an award of restricted stock units that vest at the issuer’s 2026 annual shareholder meeting, and notes that Robertson disclaims beneficial ownership of the trust and partnership shares except for any pecuniary interest.

Positive

  • None.

Negative

  • None.
Insider Robertson Aaron A.
Role null
Type Security Shares Price Value
Other Common Stock 545,730.5 $0.00 --
Other Common Stock 545,730.5 $0.00 --
Other Common Stock 545,730 $0.00 --
Other Common Stock 545,730 $0.00 --
Other Common Stock 556,465 $0.00 --
Other Common Stock 556,466 $0.00 --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 0 shares (Indirect, By Robertson Holding Company, L.P.); Common Stock — 11,156.5 shares (Direct, null)
Footnotes (1)
  1. The reporting person is one of the two general partners of Robertson Holding Company, L.P. ("Robertson Holding"). The reporting person disclaims any beneficial ownership of the shares of common stock, par value $0.01 per share ("Common Stock"), of Commercial Bancgroup, Inc. (the "Issuer") held by Robertson Holding, except to the extent of his pecuniary interest therein, if any. The reporting person is the sole trustee of the Craig E. Robertson Children's Irrevocable Trust (the "CER Trust"), and the reporting person and members of his immediate family are the sole beneficiaries of the CER Trust. The reporting person disclaims beneficial ownership of the securities held by the CER Trust except to the extent of his pecuniary interest therein, if any. Transfer of shares of Common Stock from Robertson Holding to the CER Trust and the Edwin G. Robertson Children's Irrevocable Trust (the "EGR Trust"), respectively, in connection with the distribution of the assets of Robertson Holding to its limited partners. No purchase price was paid specifically for the transfer of such shares of Common Stock to the CER Trust and EGR Trust. Includes 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 Common Stock. The RSUs vest 100% on the date of the Issuer's 2026 annual meeting of shareholders.
Restructuring shares 3,295,852 shares Total shares classified as restructuring transactions in summary
Robertson Holding transfer 556,466 shares Common Stock “J” transaction on 2026-03-03 by Robertson Holding Company, L.P.
Trust transfer 545,730.5000 shares Common Stock “J” transaction on 2026-03-06 by Craig E. Robertson Children's Irrevocable Trust
Indirect child holding 2,500.0000 shares Common Stock held indirectly by child as of 2026-03-03
Direct holding 11,156.5000 shares Common Stock held directly as of 2026-03-03, including RSUs
beneficial ownership financial
"The reporting person disclaims any beneficial ownership of the shares of common stock..."
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
pecuniary interest financial
"except to the extent of his pecuniary interest therein, if any."
irrevocable trust financial
"the Craig E. Robertson Children's Irrevocable Trust (the "CER Trust")..."
restricted stock units financial
"Includes an award of restricted stock units (collectively, the "RSUs" and each, an "RSU")..."
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.
Omnibus Incentive Plan financial
"granted pursuant to the Commercial Bancgroup, Inc. 2025 Omnibus Incentive Plan."
An omnibus incentive plan is a single, flexible program a company uses to give employees and executives different types of pay tied to performance — for example stock options, restricted shares, cash bonuses and other awards — all governed by one set of rules. It matters to investors because it determines how many new shares may be created, how leaders are motivated and how much the company will spend on compensation over time; think of it as a master toolbox that affects both costs and the total share supply.
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*
Robertson Aaron A.

(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
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
03/03/2026
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 Stock03/03/2026J(3)556,466D$0(3)1,647,925.5IBy Robertson Holding Company, L.P.(1)
Common Stock03/04/2026J(3)556,465D$0(3)1,091,460.5IBy Robertson Holding Company, L.P.(1)
Common Stock03/05/2026J(3)545,730D$0(3)545,730.5IBy Robertson Holding Company, L.P.(1)
Common Stock03/05/2026J(3)545,730A$0(3)545,730IBy Craig E. Robertson Children's Irrevocable Trust(2)
Common Stock03/06/2026J(3)545,730.5D$0(3)0IBy Robertson Holding Company, L.P.(1)
Common Stock03/06/2026J(3)545,730.5A$0(3)1,091,460.5IBy Craig E. Robertson Children's Irrevocable Trust(2)
Common Stock11,156.5(4)D
Common Stock2,500IBy child
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
Explanation of Responses:
1. The reporting person is one of the two general partners of Robertson Holding Company, L.P. ("Robertson Holding"). The reporting person disclaims any beneficial ownership of the shares of common stock, par value $0.01 per share ("Common Stock"), of Commercial Bancgroup, Inc. (the "Issuer") held by Robertson Holding, except to the extent of his pecuniary interest therein, if any.
2. The reporting person is the sole trustee of the Craig E. Robertson Children's Irrevocable Trust (the "CER Trust"), and the reporting person and members of his immediate family are the sole beneficiaries of the CER Trust. The reporting person disclaims beneficial ownership of the securities held by the CER Trust except to the extent of his pecuniary interest therein, if any.
3. Transfer of shares of Common Stock from Robertson Holding to the CER Trust and the Edwin G. Robertson Children's Irrevocable Trust (the "EGR Trust"), respectively, in connection with the distribution of the assets of Robertson Holding to its limited partners. No purchase price was paid specifically for the transfer of such shares of Common Stock to the CER Trust and EGR Trust.
4. Includes 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 Common Stock. The RSUs vest 100% on the date of the Issuer's 2026 annual meeting of shareholders.
/s/ Philip J. Metheny, attorney-in-fact04/27/2026
** 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)

FAQ

What insider transactions did Commercial Bancgroup (CBK) report for Aaron A. Robertson?

Aaron A. Robertson reported several “J” code transactions in Commercial Bancgroup Common Stock, classified as other acquisitions or dispositions. These reflect internal transfers among a limited partnership and irrevocable trusts rather than open-market buys or sells, with no purchase price paid for the transfers.

Were Commercial Bancgroup (CBK) shares bought or sold on the market in this Form 4?

The Form 4 does not show open-market purchases or sales. Instead, it reports “J” code transactions tied to internal transfers of Common Stock between Robertson Holding Company, L.P. and family trusts, described as distributions of partnership assets with no specific purchase price paid.

How are Commercial Bancgroup (CBK) shares held indirectly for Aaron A. Robertson?

Shares are held indirectly through Robertson Holding Company, L.P., the Craig E. Robertson Children's Irrevocable Trust, the Edwin G. Robertson Children's Irrevocable Trust, and a child. Robertson is a general partner or trustee but disclaims beneficial ownership beyond any pecuniary interest in these entities.

What does the Form 4 say about Aaron A. Robertson’s beneficial ownership in CBK?

The filing states Robertson disclaims beneficial ownership of shares held by Robertson Holding Company, L.P. and the Craig E. Robertson Children's Irrevocable Trust, except to the extent of any pecuniary interest. This means economic exposure may exist, but legal ownership and control are attributed to those entities.

What restricted stock units are mentioned for Commercial Bancgroup (CBK) in this filing?

The Form 4 notes an award of restricted stock units (RSUs) granted under Commercial Bancgroup’s 2025 Omnibus Incentive Plan. Each RSU represents a contingent right to one Common Share, and the RSUs vest 100% on the date of the issuer’s 2026 annual shareholder meeting.

Why were CBK shares transferred from Robertson Holding to the family trusts?

Footnotes explain that shares of Commercial Bancgroup Common Stock were transferred from Robertson Holding Company, L.P. to the Craig E. Robertson and Edwin G. Robertson Children's Irrevocable Trusts in connection with distributing Robertson Holding’s assets to its limited partners, with no purchase price paid for these transfers.