German American Bancorp (GABC) CEO receives 12,466-share restricted stock award

Rhea-AI Filing Summary

German American Bancorp chairman and CEO D. Neil Dauby received a restricted stock grant of 12,466 common shares on March 4, 2026. The award was granted at no cash cost and comes from the company’s 2025 Management Incentive Plan. These restricted shares are scheduled to vest in three approximately equal installments on March 15 of 2027, 2028, and 2029. Following this grant, Dauby directly holds a total of 76,510 common shares, which also includes shares previously acquired through the company’s Dividend Reinvestment and Stock Purchase Plan.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Dauby D Neil

Role CHAIRMAN & CEO

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	12,466	$0.00	--

Holdings After Transaction: Common Stock — 76,510 shares (Direct)

Footnotes (1)

1. Restricted stock granted pursuant to 2025 Management Incentive Plan, subject to vesting in three approximately equal installments on March 15 in each of 2027, 2028, and 2029. No consideration paid. Includes shares purchased pursuant to the Issuer's Dividend Reinvestment and Stock Purchase Plan.

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^*

Dauby D Neil

(Last) (First) (Middle)

711 MAIN ST.

PO BOX 810

(Street)

JASPER IN 47546

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
GERMAN AMERICAN BANCORP, INC. [ GABC ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CHAIRMAN & CEO

3. Date of Earliest Transaction (Month/Day/Year)
03/04/2026

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	03/04/2026		A		12,466(1)	A	$0	76,510(2)	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. Restricted stock granted pursuant to 2025 Management Incentive Plan, subject to vesting in three approximately equal installments on March 15 in each of 2027, 2028, and 2029. No consideration paid.

2. Includes shares purchased pursuant to the Issuer's Dividend Reinvestment and Stock Purchase Plan.

	/s/ Bradley C. Arnett, Attorney-in-Fact	03/06/2026
	** 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 transaction did GERMAN AMERICAN BANCORP (GABC) report for D. Neil Dauby?

German American Bancorp reported that chairman and CEO D. Neil Dauby received a grant of 12,466 restricted common shares on March 4, 2026. The award was issued under the 2025 Management Incentive Plan and did not require him to pay any cash consideration.

Was cash paid for the restricted stock granted to the GABC CEO?

No cash was paid for the shares granted to the CEO. The filing states the 12,466 restricted shares were awarded with “no consideration paid,” meaning they were provided as equity compensation under the 2025 Management Incentive Plan rather than purchased in the market.

How and when will the new restricted GABC shares to the CEO vest?

The 12,466 restricted shares granted to the CEO will vest in three approximately equal installments. Vesting is scheduled for March 15 of 2027, 2028, and 2029, aligning the equity compensation with a multi‑year service and performance period at German American Bancorp.

How many GABC shares does D. Neil Dauby hold after this Form 4 transaction?

After the March 4, 2026 grant, D. Neil Dauby directly holds 76,510 German American Bancorp common shares. This total includes the newly granted restricted shares as well as shares previously accumulated through the company’s Dividend Reinvestment and Stock Purchase Plan.

What plan governed the restricted stock grant to the German American Bancorp CEO?

The restricted stock grant to the CEO was issued under German American Bancorp’s 2025 Management Incentive Plan. This plan provides equity awards such as restricted stock, with vesting over time to align executive interests with long‑term company performance and shareholder value creation.

Does the Form 4 indicate any sale of GABC shares by the CEO?

The Form 4 shows only an acquisition of restricted shares and no sales. It records a single transaction coded as a grant or award acquisition, increasing the CEO’s direct holdings, with no indication of any disposition or open‑market sale of German American Bancorp stock.