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Hawthorn Bancshares (HWBK) director granted 500 RSUs vesting in 2027

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

Rhea-AI Filing Summary

Hawthorn Bancshares director Wetzel Gus Seitter III received a grant of 500 shares of Common Stock as restricted stock units (RSUs). The award was recorded at a price of $0.00 per share and represents a compensation-related acquisition, not an open-market purchase.

The RSUs were granted under the Hawthorn Bancshares, Inc. Equity Incentive Plan and will fully vest on June 2, 2027, subject to his continued service through that date. After the transactions reported, he holds 500 shares directly, plus indirect interests in 110,778.678 shares through Wetzel Investments, LP and 4,420.145 shares through the Wetzel Revocable Trust. He holds only a minority ownership interest in Wetzel Investments, LP and disclaims beneficial ownership of those securities except to the extent of his pecuniary interest.

Positive

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Insider Wetzel Gus Seitter III
Role null
Type Security Shares Price Value
Grant/Award Common Stock 500 $0.00 --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 500 shares (Direct, null); Common Stock — 4,420.145 shares (Indirect, By Wetzel Revocable Trust)
Footnotes (1)
  1. Represents unvested restricted stock units ("RSUs") granted under the Hawthorn Bancshares, Inc. Equity Incentive Plan that can be settled only in shares of Common Stock. The RSUs will fully vest on June 2, 2027, subject to the reporting person's continued service through the vesting date. The reporting person holds a minority ownership interest in Wetzel Investments, LP. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
RSU grant size 500 shares Restricted stock units settled in Common Stock
RSU grant price $0.00 per share Compensation-related equity award
RSU vesting date June 2, 2027 Full vesting subject to continued service
Indirect LP holdings 110,778.678 shares Held by Wetzel Investments, LP
Indirect trust holdings 4,420.145 shares Held by Wetzel Revocable Trust
Direct holdings after grant 500 shares Shares underlying unvested RSUs
restricted stock units ("RSUs") financial
"Represents unvested restricted stock units ("RSUs") granted under the Hawthorn Bancshares, Inc. Equity Incentive Plan"
Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.
Equity Incentive Plan financial
"granted under the Hawthorn Bancshares, Inc. Equity Incentive Plan that can be settled only in shares"
An equity incentive plan is a program that gives employees, executives or directors the right to receive company stock or options to buy stock as part of their pay. Think of it as offering slices of future company profit to motivate people to boost long‑term performance; for investors it matters because it can align employee goals with shareholder value but also increases the number of shares outstanding, which can dilute existing ownership.
pecuniary interest financial
"disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein"
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Form 4 Insider Transactions: What Each Field Means →
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*
Wetzel Gus Seitter III
(Last)(First)(Middle)
C/O HAWTHORN BANCSHARES, INC.
132 EAST HIGH STREET, PO BOX 688
(Street)
JEFFERSON CITY MISSOURI 65102
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
HAWTHORN BANCSHARES, INC. [ HWBK ] 		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)
06/02/2026		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 Stock06/02/2026A500A$0500(1)D
Common Stock4,420.145IBy Wetzel Revocable Trust
Common Stock110,778.678IBy Wetzel Investments, LP(2)
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
Explanation of Responses:
1. Represents unvested restricted stock units ("RSUs") granted under the Hawthorn Bancshares, Inc. Equity Incentive Plan that can be settled only in shares of Common Stock. The RSUs will fully vest on June 2, 2027, subject to the reporting person's continued service through the vesting date.
2. The reporting person holds a minority ownership interest in Wetzel Investments, LP. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
Remarks:
/s/ Arla R. Surls, Attorney-in-Fact for Gus S. Wetzel, III06/04/2026
** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Hawthorn Bancshares (HWBK) disclose for Wetzel Gus Seitter III?

Hawthorn Bancshares reported a grant of 500 restricted stock units to director Wetzel Gus Seitter III. The grant is a compensation award, not an open-market trade, and is settled in shares of Common Stock under the company’s Equity Incentive Plan.

How many Hawthorn Bancshares RSUs were granted and when do they vest?

The director was granted 500 restricted stock units that settle in Common Stock. According to the disclosure, these RSUs will fully vest on June 2, 2027, provided he continues serving the company through the vesting date under the Equity Incentive Plan.

Were there any open-market buys or sells by Hawthorn Bancshares director Wetzel Gus Seitter III?

The filing does not show any open-market purchases or sales. It reports a 500-share RSU grant as compensation, plus updated indirect holdings, but no transactions coded as open-market buys or sells in the reported period.

What indirect holdings in Hawthorn Bancshares stock are associated with Wetzel Gus Seitter III?

The filing lists 110,778.678 shares held indirectly through Wetzel Investments, LP and 4,420.145 shares through the Wetzel Revocable Trust. These positions are reported as indirect ownership, separate from his directly held 500-share RSU award.

What does the beneficial ownership disclaimer mean for Wetzel Investments, LP’s Hawthorn Bancshares shares?

The director holds only a minority ownership interest in Wetzel Investments, LP and disclaims beneficial ownership of its reported securities, except for his pecuniary interest. This means his economic exposure is limited to his share of that partnership’s value.

Are the 500 Hawthorn Bancshares RSUs immediately available as common shares?

No, the 500 RSUs are unvested and will fully vest on June 2, 2027, assuming continued service. They can be settled only in shares of Common Stock once vested, so they represent future, not current, freely tradable shares for the director.