STOCK TITAN

Capital Bancorp (CBNK) director boosts stake via option exercises and tax withholding

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

Rhea-AI Filing Summary

Capital Bancorp Inc director Mark Caplan reported routine equity compensation activity. On April 2, 2026, he exercised stock options covering 1,017 shares of Common Stock, with exercise prices of 26.41 and 23.54 per share.

To cover taxes on the exercises, 837 shares of Common Stock were withheld at a price of 30.16 per share, a non‑market tax-withholding disposition rather than an open-market sale. After these transactions, he directly holds 139,681 Common shares and retains stock options over 2,800, 3,000, and 5,256 underlying shares plus 1,360 Restricted Stock Units.

He also reports indirect ownership of 15,000 shares through a trust, 45,000 shares in a Roth IRA, and 30,000 shares via an investment management account, indicating substantial continuing exposure to Capital Bancorp Inc stock.

Positive

  • None.

Negative

  • None.
Insider Caplan Mark
Role Director
Type Security Shares Price Value
Exercise Stock Options 450 $0.00 --
Exercise Stock Options 567 $0.00 --
Exercise Common Stock 450 $26.41 $12K
Exercise Common Stock 567 $23.54 $13K
Tax Withholding Common Stock 837 $30.16 $25K
holding Stock Options -- -- --
holding Stock Options -- -- --
holding Stock Options -- -- --
holding Restricted Stock Units -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Stock Options — 0 shares (Direct); Common Stock — 139,951 shares (Direct); Restricted Stock Units — 1,360 shares (Direct); Common Stock — 15,000 shares (Indirect, By Mark M. Caplan & Linda W. Caplan U/T)
Footnotes (1)
  1. The Stock Options vest in four equal annual installments beginning on the first anniversary of the date of grant. Each Restricted Stock Unit represents the right to receive one share of common stock. The Restricted Stock Units will vest on 3/2/2027.
Options exercised 1,017 shares Common Stock acquired via M-code exercises on April 2, 2026
Exercise prices 26.41 and 23.54 per share Strike prices for 450 and 567 option shares exercised
Tax withholding shares 837 shares at 30.16 F-code disposition to satisfy tax liability
Direct common shares after transactions 139,681 shares Direct ownership of Capital Bancorp common stock
Remaining options tranche 1 2,800 underlying shares at 24.20 Stock options expiring January 1, 2029
Remaining options tranche 2 3,000 underlying shares at 30.51 Stock options expiring March 3, 2030
Remaining options tranche 3 5,256 underlying shares at 29.41 Stock options expiring March 2, 2031
Restricted Stock Units 1,360 units Each RSU convertible into one common share
Stock Options financial
"The Stock Options vest in four equal annual installments"
Stock options are agreements that give a person the right to buy or sell a company's stock at a specific price within a certain time frame. They are often used as a reward or incentive, similar to a coupon that can be used later if the stock price rises, allowing the holder to make a profit.
Restricted Stock Units financial
"Each Restricted Stock Unit represents the right to receive one share"
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.
tax-withholding disposition financial
"Payment of exercise price or tax liability by delivering securities"
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
Roth IRA financial
"Common Stock ... By Mark M. Caplan Roth IRA"
A Roth IRA is a retirement savings account you fund with money that’s already been taxed, and withdrawals taken in retirement under the account rules are tax-free. It matters to investors because it shifts the tax bill to today instead of retirement, potentially increasing after-tax income later—think of it like paying for a lifetime subscription now so you can use it without extra charges in the future—helpful for long-term tax planning and flexibility.
investment management account financial
"Common Stock ... By Mark M. Caplan IMA"
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*
Caplan Mark

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

(Street)
ROCKVILLE MARYLAND 20850

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Capital Bancorp Inc [ CBNK ]
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)
04/02/2026
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 Stock04/02/2026M450A$26.41139,951D
Common Stock04/02/2026M567A$23.54140,518D
Common Stock04/02/2026F837D$30.16139,681D
Common Stock15,000IBy Mark M. Caplan & Linda W. Caplan U/T
Common Stock45,000IBy Mark M. Caplan Roth IRA
Common Stock30,000IBy Mark M. Caplan IMA
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
Stock Options$26.4104/02/2026M45012/31/2022(1)12/31/2026Common Stock450$00D
Stock Options$23.5404/02/2026M56701/01/2024(1)01/01/2028Common Stock567$0564D
Stock Options$24.201/01/2025(1)01/01/2029Common Stock2,8002,800D
Stock Options$30.5103/03/2026(1)03/03/2030Common Stock3,0003,000D
Stock Options$29.4103/02/2027(1)03/02/2031Common Stock5,2565,256D
Restricted Stock Units(2) (3) (3)Common Stock1,3601,360D
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 Units will vest on 3/2/2027.
Remarks:
/s/ Mark Caplan, by Gerrie Lenn Boonstra as Attorney in Fact04/06/2026
** 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 Capital Bancorp (CBNK) director Mark Caplan report?

Mark Caplan exercised stock options for 1,017 Capital Bancorp shares and had 837 shares withheld for taxes. These transactions reflect routine equity compensation activity, not open-market buying or selling of CBNK stock.

How many Capital Bancorp (CBNK) shares does Mark Caplan hold after this Form 4?

Following the reported transactions, Mark Caplan directly holds 139,681 shares of Capital Bancorp common stock. He also reports additional indirect holdings through a trust, a Roth IRA, and an investment management account, which together indicate a substantial overall position.

Were any of Mark Caplan’s Capital Bancorp (CBNK) transactions open-market sales?

No open-market sales are reported. The only disposition is an F-code tax-withholding transaction, where 837 shares were delivered to satisfy tax obligations related to option exercises, rather than being sold on the open market.

What stock options in Capital Bancorp (CBNK) did Mark Caplan exercise?

Mark Caplan exercised stock options for 450 shares at 26.41 and 567 shares at 23.54 per share, receiving an equivalent number of Capital Bancorp common shares. These are reported as M-code derivative exercises on April 2, 2026.

What derivative holdings in Capital Bancorp (CBNK) does Mark Caplan retain?

He retains stock options over 2,800, 3,000, and 5,256 underlying Capital Bancorp shares, with exercise prices of 24.20, 30.51, and 29.41. He also holds 1,360 Restricted Stock Units, each convertible into one common share.

What indirect Capital Bancorp (CBNK) holdings does Mark Caplan report?

Indirectly, Mark Caplan reports 15,000 shares held by a trust, 45,000 shares in a Roth IRA, and 30,000 shares via an investment management account. These entries reflect beneficial ownership through personal and trust-related accounts.