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Capital Bancorp (CBNK) CRO awarded RSUs, options and withholds shares

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

Rhea-AI Filing Summary

Capital Bancorp Inc Chief Risk Officer Gary M. Kausmeyer reported multiple equity compensation transactions. On March 2, 2026, he received grants of 1,041 Restricted Stock Units and 4,025 stock options, both vesting in four equal annual installments beginning on future anniversaries as described in the award terms.

On March 3, 2026, he exercised 136 Restricted Stock Units into 136 shares of common stock at $0.0000 per share and disposed of 49 common shares at $29.82 per share to satisfy tax obligations. After these transactions, he directly owned 6,643 shares of common stock, along with the reported RSU and option holdings.

Positive

  • None.

Negative

  • None.
Insider Kausmeyer Gary M
Role Chief Risk Officer
Type Security Shares Price Value
Exercise Restricted Stock Units 136 $0.00 --
Exercise Common Stock 136 $0.00 --
Tax Withholding Common Stock 49 $29.82 $1K
Grant/Award Restricted Stock Units 1,041 $0.00 --
Grant/Award Stock Options 4,025 $0.00 --
holding Stock Options -- -- --
holding Stock Options -- -- --
holding Stock Options -- -- --
holding Stock Options -- -- --
holding Restricted Stock Units -- -- --
Holdings After Transaction: Restricted Stock Units — 405 shares (Direct); Common Stock — 6,692 shares (Direct); Stock Options — 4,025 shares (Direct)
Footnotes (1)
  1. Each Restricted Stock Unit represents the right to receive one share of common stock. The Restricted Stock Units will vest in four equal annual installments beginning on 3/2/2027. The Stock Options vest in four equal annual installments beginning on the first anniversary of the date of grant. The Restricted Stock Units will vest in four equal annual installments beginning 3/3/2026. The Restricted Stock Units will vest in three equal annual installments beginning 1/1/2025.
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*
Kausmeyer Gary M

(Last) (First) (Middle)
2275 RESEARCH BLVD.
SUITE 600

(Street)
ROCKVILLE MD 20850

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Capital Bancorp Inc [ CBNK ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Risk Officer
3. Date of Earliest Transaction (Month/Day/Year)
03/02/2026
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 03/03/2026 M 136 A $0 6,692 D
Common Stock 03/03/2026 F 49 D $29.82 6,643 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
Restricted Stock Units (1) 03/02/2026 A 1,041 (2) (2) Common Stock 1,041 $0 1,041 D
Stock Options $29.41 03/02/2026 A 4,025 03/02/2027(3) 03/02/2031 Common Stock 4,025 $0 4,025 D
Restricted Stock Units (1) 03/03/2026 M 136 (4) (4) Common Stock 136 $0 405 D
Stock Options $26.41 12/31/2022(3) 12/31/2026 Common Stock 4,000 4,000 D
Stock Options $23.54 01/01/2024(3) 01/01/2028 Common Stock 3,490 3,490 D
Stock Options $24.2 01/01/2025(3) 01/01/2029 Common Stock 4,105 4,105 D
Stock Options $30.51 03/03/2026(3) 03/03/2030 Common Stock 2,004 2,004 D
Restricted Stock Units (1) (5) (5) Common Stock 200 200 D
Explanation of Responses:
1. Each Restricted Stock Unit represents the right to receive one share of common stock.
2. The Restricted Stock Units will vest in four equal annual installments beginning on 3/2/2027.
3. The Stock Options vest in four equal annual installments beginning on the first anniversary of the date of grant.
4. The Restricted Stock Units will vest in four equal annual installments beginning 3/3/2026.
5. The Restricted Stock Units will vest in three equal annual installments beginning 1/1/2025.
Remarks:
/s/ Gary M. Kausmeyer, by Connie Egan as Attorney in Fact 03/04/2026
** 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).
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 transactions did Capital Bancorp (CBNK) report for Gary M. Kausmeyer?

Capital Bancorp (CBNK) disclosed that Chief Risk Officer Gary M. Kausmeyer received new grants of restricted stock units and stock options and exercised some RSUs. He also disposed of a portion of common shares to cover tax obligations related to these equity awards.

How many RSUs and stock options were granted to the Capital Bancorp (CBNK) CRO?

The Capital Bancorp (CBNK) Chief Risk Officer was granted 1,041 Restricted Stock Units and 4,025 stock options. These awards represent equity-based compensation and are scheduled to vest over several years according to the installment schedules described in the award terms.

When do the new Capital Bancorp (CBNK) RSU awards to the CRO vest?

The newly granted Restricted Stock Units to the Capital Bancorp (CBNK) Chief Risk Officer vest in four equal annual installments beginning on March 2, 2027. Other previously reported RSU awards vest in equal annual installments starting on January 1, 2025 and March 3, 2026, respectively.

What common stock activity did Capital Bancorp (CBNK) report for its CRO on March 3, 2026?

On March 3, 2026, Capital Bancorp (CBNK) reported that its Chief Risk Officer acquired 136 shares of common stock from RSU conversion and disposed of 49 shares at $29.82 per share. The disposition was for payment of tax liabilities tied to the equity compensation.

How many Capital Bancorp (CBNK) common shares does the CRO own after these transactions?

Following the reported transactions, the Capital Bancorp (CBNK) Chief Risk Officer directly owns 6,643 shares of common stock. This figure reflects the net effect of RSU exercises and the tax-related share disposition disclosed in the Form 4 insider filing.

Are the Capital Bancorp (CBNK) CRO’s stock option grants immediately exercisable?

The Capital Bancorp (CBNK) Chief Risk Officer’s stock options are not immediately fully exercisable. They vest in four equal annual installments beginning on the first anniversary of the grant date, meaning exercisability increases gradually over the specified multi-year period.