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  4. [Form 4] HAWTHORN BANCSHARES, INC. Insider Trading Activity

Hawthorn Bancshares (HWBK) director gets 500-share RSU grant, boosts direct and trust holdings

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

Rhea-AI Filing Summary

TURNER DAVID T reported acquisition or exercise transactions in this Form 4 filing.

HAWTHORN BANCSHARES, INC. director David T. Turner received a grant of 500 shares of Common Stock on June 2, 2026, structured as restricted stock units under the company’s Equity Incentive Plan at a price of $0.00 per share. These RSUs will fully vest on June 2, 2027, subject to his continued service through that date.

Following this filing, Turner holds 50,341.025 shares of Common Stock directly and 63,410.040 shares indirectly through a Profit Sharing Trust. The indirect and direct holdings also reflect shares accumulated since the prior report under the company’s dividend reinvestment (DRIP) program.

Positive

  • None.

Negative

  • None.
Insider TURNER DAVID T
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 — 63,410.04 shares (Indirect, By Profit Sharing 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. Includes shares acquired since the last report pursuant to the Company's DRIP program.
RSU grant size 500 shares Restricted stock units of Common Stock granted on June 2, 2026
RSU grant price $0.00 per share Equity Incentive Plan award price for 500 RSUs
RSU vesting date June 2, 2027 Grant vests in full, subject to continued service
Direct holdings after filing 50,341.025 shares Common Stock held directly by David T. Turner
Indirect holdings after filing 63,410.040 shares Common Stock held indirectly via Profit Sharing Trust
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
"RSUs 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.
Profit Sharing Trust financial
"Common Stock ... indirect ... nature_of_ownership: By Profit Sharing Trust"
DRIP program financial
"Includes shares acquired since the last report pursuant to the Company's DRIP program."
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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*
TURNER DAVID T
(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 Stock63,410.04(2)IBy Profit Sharing Trust
Common Stock50,341.025D
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. Includes shares acquired since the last report pursuant to the Company's DRIP program.
Remarks:
/s/ Arla R. Surls, Attorney-in-Fact, for David T. Turner06/04/2026
** 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 HWBK director David T. Turner report?

David T. Turner reported receiving 500 restricted stock units of HWBK Common Stock as a grant under the company’s Equity Incentive Plan. The award is a compensation-related acquisition, not an open-market purchase, and carries an exercise price of $0.00 per share.

When do David T. Turner’s newly granted HWBK RSUs vest?

The 500 restricted stock units granted to David T. Turner will fully vest on June 2, 2027. Vesting is conditioned on his continued service with Hawthorn Bancshares through that vesting date, making this a time-based equity incentive award.

How many HWBK shares does David T. Turner hold directly after this filing?

After the reported transactions, David T. Turner directly holds 50,341.025 shares of Hawthorn Bancshares Common Stock. This figure includes prior ownership and shares accumulated since the last report through the company’s dividend reinvestment (DRIP) program.

What are David T. Turner’s indirect HWBK holdings through the Profit Sharing Trust?

Turner indirectly holds 63,410.040 shares of Hawthorn Bancshares Common Stock through a Profit Sharing Trust. These indirect holdings are reported separately from his personal direct ownership, providing a clearer view of total share exposure associated with him.

Are David T. Turner’s new HWBK shares an open-market purchase or a grant?

The 500 new HWBK shares are a grant of restricted stock units, not an open-market purchase. They were awarded at a price of $0.00 per share under the Equity Incentive Plan as part of Turner's compensation structure.

What role did the DRIP program play in HWBK shares reported by David T. Turner?

The filing notes that Turner’s reported holdings include shares acquired since the last report through the company’s dividend reinvestment (DRIP) program. This means some additional shares came from reinvested dividends rather than separate stock purchases.