Customers Bancorp Amends Form 4: 3,447-Share RSU Grant for CBO

Rhea-AI Filing Summary

Customers Bancorp (CUBI) – Amended Form 4 (July 11, 2025)

Chief Banking Officer Lyle Cunningham filed an amended Form 4 to correct a clerical error in the original July 10 filing. On July 9 2025, Cunningham acquired 3,447 shares of common stock (coded “A”) at a reference price of $63.97 per share through a restricted-stock-unit (RSU) grant. The RSUs vest in three equal installments. His total direct beneficial ownership following the transaction is 52,125 shares, which now includes 28,926 RSUs.

The amendment notes that the initial Form 4 mistakenly reported 6,893 RSUs; the correct figure is 3,447. No derivative securities were reported. There is no indication of open-market buying or selling—only the RSU award adjustment.

• Transaction size represents a modest $0.22 million (3,447 × $63.97) and is immaterial relative to CUBI’s ~32 million shares outstanding.
• The filing increases management’s equity alignment but does not materially impact share supply or the company’s fundamentals.
• The need for an amendment highlights internal reporting accuracy issues but carries limited governance risk given immediate correction.

Positive

• Insider equity increase: 3,447 RSUs align executive incentives with shareholders.
• Prompt correction: Amendment filed one day after error, reflecting responsive compliance.

Negative

• Reduced award size: RSU count cut in half from original filing, tempering perceived insider confidence.
• Reporting accuracy issue: Initial misstatement, though corrected, may raise minor governance concerns.

Insights

Securities Analyst

TL;DR—Minor RSU grant; negligible valuation impact.

The corrected 3,447-share RSU award adds roughly $220k of equity exposure for Cunningham and raises his ownership to 52,125 shares. While insider accumulation generally signals management confidence, the size is immaterial (<0.2% of daily trading volume) and was not an open-market purchase. The swift amendment mitigates credibility concerns, so the filing is fundamentally neutral for valuation and liquidity.

Corporate Governance Expert

TL;DR—Prompt correction limits governance downside.

An erroneous initial Form 4 was rectified within one day, indicating adequate compliance controls. The 50% reduction in reported RSUs shows the importance of accurate insider disclosures but does not suggest intentional misstatement. Overall governance impact is minimal, yet recurring errors could elevate regulatory scrutiny over Section 16 compliance.

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^*

Cunningham Lyle

(Last) (First) (Middle)

701 READING AVENUE

(Street)

WEST READING PA 19611

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Customers Bancorp, Inc. [ CUBI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Banking Officer

3. Date of Earliest Transaction (Month/Day/Year)
07/09/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)
07/10/2025

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	07/09/2025		A		3,447(1)(2)	A	$63.97	52,125(3)	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

Explanation of Responses:

1. Grant of Restricted Stock Units with shares vesting in 3 equal installments in accordance with the terms of the award.

2. The Initial Form 4 Filing on July 10, 2025 mistakenly reported the number of Restricted Stock Units as 6,893.

3. Includes 28,926 Restricted Stock Units.

Remarks:

	/s/Lyle Cunningham by Andrew Sachs Under Power of Attorney	07/11/2025
	** 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 did CUBI’s amended Form 4 report on July 11, 2025?

It corrected the RSU grant for Chief Banking Officer Lyle Cunningham to 3,447 shares acquired on July 9 2025 at $63.97.

How many Customers Bancorp shares does Lyle Cunningham now own?

Following the amendment, he directly owns 52,125 shares, including 28,926 RSUs.

Why was the Form 4 amended?

The original July 10 filing mistakenly listed 6,893 RSUs; the correct number is 3,447.

Does the RSU grant materially affect CUBI’s share count?

No. The award equals about 0.01% of the ~32 million shares outstanding—an immaterial dilution.

Is this transaction a purchase on the open market?

No, it is a restricted-stock-unit grant coded “A,” not an open-market buy or sell.

What is the vesting schedule of the RSUs?

The RSUs vest in three equal installments as specified in the award agreement.