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Capital Bancorp (NASDAQ: CBNK) EVP reports new stock and option awards

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

Rhea-AI Filing Summary

Capital Bancorp Inc executive Karl Dicker, EVP and President of OpenSky, reported several equity compensation moves. On March 2, 2026, he received 1,191 Restricted Stock Units and 4,601 stock options, each vesting in four equal annual installments starting on the respective vesting dates or the first anniversary of grant.

On March 3, 2026, 254 Restricted Stock Units were converted into 254 shares of common stock at $0.00 per share, increasing his direct common stock holdings to 59,856 shares. The same day, 90 shares of common stock at $29.82 per share were withheld to cover tax obligations, leaving him with 59,766 directly held common shares.

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Insider Dicker Karl
Role EVP and President of OpenSky
Type Security Shares Price Value
Exercise Restricted Stock Units 254 $0.00 --
Exercise Common Stock 254 $0.00 --
Tax Withholding Common Stock 90 $29.82 $3K
Grant/Award Restricted Stock Units 1,191 $0.00 --
Grant/Award Stock Options 4,601 $0.00 --
holding Stock Options -- -- --
holding Stock Options -- -- --
holding Stock Options -- -- --
holding Stock Options -- -- --
Holdings After Transaction: Restricted Stock Units — 761 shares (Direct); Common Stock — 59,856 shares (Direct); Stock Options — 4,601 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.
Form 4 Insider Transactions: What Each Field Means →
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*
Dicker Karl
(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)
EVP and President of OpenSky
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 254 A $0 59,856 D
Common Stock 03/03/2026 F 90 D $29.82 59,766 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 1,191 (2) (2) Common Stock 1,191 $0 1,191 D
Stock Options $29.41 03/02/2026 A 4,601 03/02/2027(3) 03/02/2031 Common Stock 4,601 $0 4,601 D
Restricted Stock Units (1) 03/03/2026 M 254 (4) (4) Common Stock 254 $0 761 D
Stock Options $26.41 12/31/2022(3) 12/31/2026 Common Stock 6,055 6,055 D
Stock Options $23.54 01/01/2024(3) 01/01/2028 Common Stock 5,325 5,325 D
Stock Options $24.2 01/01/2025(3) 01/01/2029 Common Stock 5,525 5,525 D
Stock Options $30.51 03/03/2026(3) 03/03/2030 Common Stock 3,762 3,762 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.
Remarks:
/s/ Karl Dicker, 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.

Source: View Original Filing on SEC EDGAR

FAQ

What equity awards did Capital Bancorp (CBNK) EVP Karl Dicker receive?

Karl Dicker received 1,191 Restricted Stock Units and 4,601 stock options. Both awards vest in four equal annual installments, starting on the indicated vesting dates or the first anniversary of the grant, aligning his compensation with long-term Capital Bancorp performance.

How many Capital Bancorp (CBNK) shares does Karl Dicker hold after these transactions?

After the reported transactions, Karl Dicker directly holds 59,766 shares of Capital Bancorp common stock. This reflects the conversion of 254 Restricted Stock Units into common shares and the withholding of 90 shares to satisfy tax obligations related to the equity awards.

What happened when Karl Dicker’s Capital Bancorp RSUs converted on March 3, 2026?

On March 3, 2026, 254 Restricted Stock Units converted into 254 shares of Capital Bancorp common stock at $0.00 per share. This derivative exercise increased his directly held common shares before a separate tax-withholding disposition reduced the total slightly.

Why were 90 Capital Bancorp (CBNK) shares disposed of in this Form 4?

The Form 4 shows a disposition of 90 shares of Capital Bancorp common stock at $29.82 per share. This transaction is coded as a tax-withholding event, meaning shares were delivered to cover tax liabilities from his equity compensation, not an open-market sale.

How do Karl Dicker’s new Capital Bancorp RSUs vest over time?

The Restricted Stock Units reported will vest in four equal annual installments, beginning on specified dates such as March 2, 2027 and March 3, 2026. This schedule gradually delivers shares over several years, supporting long-term retention and performance incentives.

What is the vesting schedule for Karl Dicker’s new Capital Bancorp stock options?

The reported 4,601 stock options vest in four equal annual installments, starting on the first anniversary of the grant date. This structure encourages longer-term alignment, as full option ownership is earned progressively over several years of continued service.