Independent Bank (NASDAQ: INDB) CFO disposes shares for taxes

Rhea-AI Filing Summary

Independent Bank Corp. executive Mark J. Ruggiero, CFO & EVP Consumer Lending, reported three tax-withholding share dispositions of Common Stock. On February 16–18, 2026, a total of 51, 94, and 247 shares were delivered to the company to cover tax obligations, leaving him with 22,538.8157 directly held shares. His holdings also include shares accumulated through a dividend reinvestment and stock purchase plan.

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

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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^*

Ruggiero Mark J

(Last) (First) (Middle)

C/O INDEPENDENT BANK CORP.

288 UNION STREET

(Street)

ROCKLAND MA 02370

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
INDEPENDENT BANK CORP [ INDB ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CFO & EVP Consumer Lending

3. Date of Earliest Transaction (Month/Day/Year)
02/16/2026

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	02/16/2026		F		247(1)	D	$82.905	22,683.8157(2)	D
Common Stock	02/17/2026		F		94(1)	D	$83.895	22,589.8157(2)	D
Common Stock	02/18/2026		F		51(1)	D	$83.3	22,538.8157(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. Disposition of shares by the Filer to Independent Bank Corp. to satisfy a tax withholding obligation.

2. Holdings include 124.7592 shares acquired as a result of participation in the Independent Bank Corp. 2014 Dividend Reinvestment and Stock Purchase Plan since the last Form 4 filing (3/20/2025), which transactions are exempt from the reporting requirements of Section 16 of the Securities and Exchange Act of 1934, as amended.

Remarks:

	/s/ Maureen A. Gaffney, Power of Attorney for Mark J. Ruggiero	02/19/2026
	** 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).
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FAQ

What insider transactions did INDB executive Mark J. Ruggiero report?

Mark J. Ruggiero reported three Common Stock dispositions used to cover tax withholding. On February 16, 17, and 18, 2026, he delivered 247, 94, and 51 shares, respectively, to Independent Bank Corp. rather than selling them on the open market.

Were Mark J. Ruggiero’s INDB share disposals open-market sales?

No, the disposals were for tax withholding, not open-market sales. Shares were delivered back to Independent Bank Corp. to satisfy tax obligations tied to equity awards, as indicated by transaction code F and the accompanying explanatory footnote.

How many INDB shares does Mark J. Ruggiero hold after these transactions?

After the reported tax-withholding dispositions, Mark J. Ruggiero directly holds 22,538.8157 shares of Independent Bank Corp. Common Stock. This total includes shares accumulated through participation in the company’s 2014 Dividend Reinvestment and Stock Purchase Plan.

What do the F-coded transactions mean in the INDB Form 4 filing?

The F code indicates shares were used to pay an exercise price or tax liability. In this case, Ruggiero’s 51, 94, and 247-share dispositions were tax-withholding deliveries to Independent Bank Corp., rather than discretionary purchases or sales in the market.

Does Mark J. Ruggiero acquire additional INDB shares through a dividend reinvestment plan?

Yes, his holdings include 124.7592 shares gained via the Independent Bank Corp. 2014 Dividend Reinvestment and Stock Purchase Plan. These dividend-related acquisitions are exempt from Section 16 reporting, so they appear only in the footnote rather than as separate transactions.

What role does Mark J. Ruggiero hold at Independent Bank Corp.?

Mark J. Ruggiero serves as Chief Financial Officer and Executive Vice President, Consumer Lending, at Independent Bank Corp. His position makes his equity transactions in the company’s Common Stock subject to Section 16 reporting requirements on Form 4.