STOCK TITAN

CBNK Insider Activity: Karl Dicker Reports Purchases, Sales and Option Holdings

Filing Impact
(High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Karl Dicker, identified as a director and an officer (EVP and President of OpenSky) of Capital Bancorp, Inc. (CBNK), reported changes in his beneficial ownership on transactions dated 08/29/2025. The filing discloses an acquisition of 6,873 shares of Common Stock at $13.89 and a disposition of 3,592 shares at $34.50, leaving reported beneficial ownership totals of 63,194 and 59,602 shares respectively following each reported transaction. Table II lists outstanding equity derivatives and restricted stock units, including multiple option grants with exercise prices from $13.89 to $30.51 and 1,015 restricted stock units that vest over time as noted in the explanations. The Form 4 is signed by Karl Dicker through an attorney-in-fact.

Positive

  • Reported acquisition of 6,873 common shares at $13.89 on 08/29/2025 indicating increased reported ownership
  • Detailed disclosure of outstanding stock options and 1,015 restricted stock units with stated vesting schedules

Negative

  • Reported disposition of 3,592 common shares at $34.50 on 08/29/2025 reducing reported holdings
  • No financial results or context provided in the Form 4 to explain the transactions

Insights

TL;DR: Insider reported both purchases and sales on 08/29/2025; substantial option and RSU holdings remain outstanding.

The filing documents contemporaneous non-derivative transactions showing an acquisition of 6,873 common shares at $13.89 and a sale of 3,592 shares at $34.50, with reported beneficial ownership figures of 63,194 and 59,602 shares following those transactions. Table II details multiple outstanding stock options across grant vintages and exercise prices totaling tens of thousands of underlying shares and 1,015 restricted stock units. For investors, these items are factual disclosure of insider activity and outstanding equity incentives; no earnings or corporate actions are reported in this Form 4.

TL;DR: Form 4 provides routine Section 16 disclosure of insider trades and outstanding equity awards.

The report identifies Karl Dicker as both a director and an officer and includes required disclosures of non-derivative and derivative holdings and transactions. It documents vesting schedules for options and RSUs and includes a signature by attorney-in-fact. The filing appears complete for Section 16 reporting purposes and does not assert any amendments or corrective statements. This is a compliance-focused disclosure rather than an operational update.

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)
08/29/2025
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 08/29/2025 M 6,873 A $13.89 63,194 D
Common Stock 08/29/2025 F 3,592 D $34.5 59,602 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
Stock Options $13.89 08/29/2025 M 6,873 12/31/2021(1) 12/31/2025 Common Stock 6,873 $0 0 D
Stock Options $26.41 12/31/2022(1) 12/31/2026 Common Stock 6,055 6,055 D
Stock Options $23.54 01/01/2024(1) 01/01/2028 Common Stock 5,325 5,325 D
Stock Options $24.2 01/01/2025(1) 01/01/2029 Common Stock 5,525 5,525 D
Stock Options $30.51 03/03/2026(1) 03/03/2030 Common Stock 3,762 3,762 D
Restricted Stock Units (2) (3) (3) Common Stock 1,015 1,015 D
Explanation of Responses:
1. The Stock Options vest in four equal annual installments beginning on the first anniversary of the date of grant.
2. Each Restricted Stock Unit represents the right to receive one share of common stock.
3. The Restricted Stock Unit will vest in four equal annual installments beginning 3/3/2026.
Remarks:
/s/ Karl Dicker, by Connie Egan as Attorney in Fact 09/03/2025
** 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 transactions did Karl Dicker report for CBNK on the Form 4?

The filing reports an acquisition of 6,873 common shares at $13.89 and a disposition of 3,592 shares at $34.50, both dated 08/29/2025.

How many shares does Karl Dicker report beneficially owning after the transactions?

The Form 4 lists reported beneficial ownership totals of 63,194 and 59,602 shares following the reported transactions.

What derivative and equity awards are disclosed in the Form 4 for Karl Dicker?

Table II discloses multiple stock options with exercise prices between $13.89 and $30.51, and 1,015 restricted stock units that will vest over specified schedules.

What is Karl Dicker’s role at Capital Bancorp according to the filing?

He is identified as a Director and an Officer with the title EVP and President of OpenSky.

Was the Form 4 signed and by whom?

Yes. The Form 4 is signed /s/ Karl Dicker, by Connie Egan as Attorney in Fact dated 09/03/2025.
Capital Bancorp

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