John Marshall CEO gifts 65,440 JMSB shares

John Marshall Bancorp Chief Executive Officer Christopher W. Bergstrom reported bona fide gifts totaling 65,440 shares of the company’s common stock.

Rhea-AI Filing Summary

John Marshall Bancorp Chief Executive Officer Christopher W. Bergstrom reported bona fide gifts totaling 65,440 shares of the company’s common stock. The transactions, coded as gifts, involved 32,720 shares from a trust and 32,720 shares from his direct holdings, with no sale proceeds or price involved.

According to the filing, one gift transferred shares to a trust for estate planning purposes, where Bergstrom serves as trustee and his spouse is the beneficiary. After these transfers, he directly holds 42,147 shares, including 9,427 shares related to unvested restricted stock awards that will be issued upon vesting.

Insider Trade Summary

65,440 shares gifted

Gift 2 txns

Insider BERGSTROM CHRISTOPHER W

Role CHIEF EXECUTIVE OFFICER

Type	Security	Shares	Price	Value
Gift	Common Stock	32,720	$0.00	$0.00
Gift	Common Stock	32,720	$0.00	$0.00

Holdings After Transaction: Common Stock — 42,147 shares (Direct); Common Stock — 32,720 shares (Indirect, By trust)

Footnotes (3)

1. F1. This transaction involved the gift of shares to a trust for estate planning purposes.
2. F2. Includes 9,427 shares relating to unvested restricted stock awards issuable upon vesting.
3. F3. Shares owned by trust for which the reporting person is trustee and the reporting person's spouse is the beneficiary.

Key Figures

Gifted shares via trust: 32,720 shares Gifted shares from direct holdings: 32,720 shares Total shares gifted: 65,440 shares +3 more

6 metrics

Gifted shares via trust 32,720 shares Common Stock gifted on June 17, 2026, indirect trust holding

Gifted shares from direct holdings 32,720 shares Common Stock gifted on June 17, 2026, direct ownership

Total shares gifted 65,440 shares Sum of bona fide gift transactions in this Form 4

Direct shares after transaction 42,147 shares Direct Common Stock holdings following gifts, including unvested awards

Unvested restricted stock awards 9,427 shares Included within direct holdings, issuable upon vesting

Gift transaction price $0.00 per share Both gift transactions recorded with no consideration

Key Terms

bona fide gift, restricted stock awards, trust, estate planning, +1 more

5 terms

bona fide gift financial

"transaction code description is “Bona fide gift” for both entries"

A bona fide gift is a genuine, voluntary transfer of money, property, or benefits from one party to another made without expectation of repayment, services, or hidden conditions. Investors care because such gifts can affect company disclosures, related‑party transaction rules, tax treatment, and perceived conflicts of interest; think of it like someone giving you a present with no strings attached — but on a corporate scale, auditors and regulators need to verify it really is unconditional.

restricted stock awards financial

"Includes 9,427 shares relating to unvested restricted stock awards issuable upon vesting."

Restricted stock awards are company shares given to employees or executives that cannot be sold or transferred until certain conditions — like staying with the company for a set time or meeting performance targets — are met, like a gift that is locked in a safe until rules are satisfied. Investors care because these awards tie management’s pay to company performance, can increase the number of shares outstanding when they become tradable (dilution), and may signal expected future selling pressure or commitment to long-term growth.

trust financial

"This transaction involved the gift of shares to a trust for estate planning purposes."

A trust is a legal setup in which one party (the trustee) holds and manages assets—like cash, stocks or property—on behalf of other people (beneficiaries) according to instructions from the person who created it (the grantor). Think of it as a locked box with a keyholder who must follow written rules; for investors it matters because trusts influence who controls and benefits from assets, affect taxes and succession, and can change how quickly or transparently shares are bought, sold or voted.

estate planning financial

"This transaction involved the gift of shares to a trust for estate planning purposes."

A set of instructions and legal steps that decide who gets your money, property and other assets, and who will manage them if you become unable to do so. For investors it matters because thoughtful planning can reduce taxes and delays, protect heirs, and keep investments from being tied up in court—think of it as a clear map and emergency kit that preserves value and directs where assets go when you can’t.

beneficiary financial

"Shares owned by trust for which the reporting person is trustee and the reporting person's spouse is the beneficiary."

FAQ

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

What insider transaction did JMSB CEO Christopher Bergstrom report?

Christopher Bergstrom reported bona fide gifts of John Marshall Bancorp common stock totaling 65,440 shares. The Form 4 shows two gift transfers on June 17, 2026, rather than any open-market purchases or sales.

How many JMSB shares did the CEO gift in this Form 4 filing?

The filing reports gifts totaling 65,440 shares of John Marshall Bancorp common stock. This consists of 32,720 shares from indirect trust holdings and 32,720 shares from Bergstrom’s direct holdings, all recorded at a per-share transaction price of $0.00.

Were the JMSB CEO’s transactions open-market sales or purchases?

No, the transactions were not open-market trades. Both entries are coded as “G” for bona fide gifts, meaning shares were transferred without consideration, including a transfer to a trust for estate planning purposes.

How many JMSB shares does the CEO hold directly after the gifts?

After the reported gifts, Christopher Bergstrom directly holds 42,147 shares of John Marshall Bancorp common stock. This total includes 9,427 shares tied to unvested restricted stock awards that will be issued only when those awards vest.

What role does the trust play in the JMSB CEO’s gifted shares?

One transaction reflects a gift of shares to a trust for estate planning. The filing notes Bergstrom is the trustee and his spouse is the beneficiary, indicating the gifted shares are now held in that estate-planning vehicle rather than directly.

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

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Accepted by SEC EDGAR 06/26/2026 - 04:02 PM EDT Learn about SEC filing dates

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^*

BERGSTROM CHRISTOPHER W

(Last) (First) (Middle)

1943 ISAAC NEWTON SQUARE EAST

SUITE 100

(Street)

RESTON VIRGINIA 20190

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
John Marshall Bancorp, Inc. [ JMSB ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CHIEF EXECUTIVE OFFICER

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/17/2026

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	06/17/2026		G		32,720(1)	D	$0	42,147(2)	D
Common Stock	06/17/2026		G		32,720(1)	A	$0	32,720	I	By trust(3)

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. This transaction involved the gift of shares to a trust for estate planning purposes.

2. Includes 9,427 shares relating to unvested restricted stock awards issuable upon vesting.

3. Shares owned by trust for which the reporting person is trustee and the reporting person's spouse is the beneficiary.

	/s/ Jacob A. Gruninger, Attorney-in-Fact	06/26/2026
	** 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)