Hawthorn Bancshares director granted 500 RSUs

Hawthorn Bancshares director Frank E. Burkhead was granted 500 unvested restricted stock units (RSUs) that will settle in common stock.

Accepted by SEC EDGAR 06/04/2026 - 01:40 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

Hawthorn Bancshares director Frank E. Burkhead was granted 500 unvested restricted stock units (RSUs) that will settle in common stock. The RSUs were awarded under the company’s Equity Incentive Plan and will fully vest on June 2, 2027, if he remains in service through that date.

The filing also updates his ownership to 11,930.04 shares of common stock held directly and 6,787.5 shares held indirectly through an IRA, which include shares acquired since the last report under the company’s dividend reinvestment (DRIP) program.

Insider Trade Summary

Grant/Award: 500 shares

Grant/Award 1 txn

Insider Burkhead Frank E.

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	500	$0.00	$0.00
Holding	Common Stock	--	--	--
Holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 12,430.04 shares (Direct); Common Stock — 6,787.5 shares (Indirect, By IRA)

Holdings Before and After: Common Stock, 11,930.04 to 12,430.04 shares (Direct)

Footnotes (2)

1. F1. 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. F2. Includes shares acquired since the last report pursuant to the Company's DRIP program.

Key Figures

RSU grant size: 500 RSUs RSU vesting date: June 2, 2027 Grant price: $0.00 per share +2 more

5 metrics

RSU grant size 500 RSUs Unvested units granted in common stock

RSU vesting date June 2, 2027 Full vesting subject to continued service

Grant price $0.00 per share RSUs granted with no cash exercise price

Direct holdings after update 11,930.04 shares Common stock held directly by Burkhead

Indirect IRA holdings 6,787.5 shares Common stock held indirectly through IRA

Key Terms

restricted stock units ("RSUs"), Equity Incentive Plan, DRIP program, indirect ownership

4 terms

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.

DRIP program financial

"Includes shares acquired since the last report pursuant to the Company's DRIP program"

indirect ownership financial

"total_shares_following_transaction: 6787.5000, direct_or_indirect: "I", nature_of_ownership: "By IRA""

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Hawthorn Bancshares (HWBK) disclose about Frank E. Burkhead’s new equity award?

Hawthorn Bancshares granted director Frank E. Burkhead 500 unvested RSUs that settle in common stock. These units were issued under the company’s Equity Incentive Plan and represent compensation, not an open-market stock purchase or sale.

When do Frank E. Burkhead’s 500 Hawthorn Bancshares (HWBK) RSUs vest?

The 500 RSUs granted to Frank E. Burkhead fully vest on June 2, 2027. Vesting is conditioned on his continued service with Hawthorn Bancshares through that date, meaning he must remain in his role to receive the underlying common shares.

How many Hawthorn Bancshares (HWBK) shares does Frank E. Burkhead now hold directly and indirectly?

After the reported updates, Frank E. Burkhead holds 11,930.04 Hawthorn Bancshares common shares directly. He also holds 6,787.5 shares indirectly through an IRA, reflecting his total reported equity exposure across both direct and indirect accounts.

What type of security are the new Hawthorn Bancshares (HWBK) RSUs for Frank E. Burkhead?

The award consists of restricted stock units that can only be settled in Hawthorn Bancshares common stock. These RSUs do not involve a cash exercise price, instead converting into shares when they vest according to the plan’s terms.

How were some of Frank E. Burkhead’s Hawthorn Bancshares (HWBK) shares acquired?

The filing notes that his holdings include shares acquired through Hawthorn Bancshares’ dividend reinvestment (DRIP) program since the last report. Under a DRIP, cash dividends are automatically used to purchase additional shares of common stock.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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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^*

Burkhead Frank E.

(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)

X	Director		10% 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)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	06/02/2026		A		500	A	$0	500(1)	D
Common Stock								11,930.04(2)	D
Common Stock								6,787.5(2)	I	By IRA

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. 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 Frank E. Burkhead	06/04/2026
	** 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.
* Form 4: SEC 1474 (03-26)