John Marshall Bancorp (JMSB) CFO reports 3,088-share equity award

Rhea-AI Filing Summary

John Marshall Bancorp, Inc. reported an equity award to its Chief Financial Officer. A Form 4 filing shows that on 12/16/2025, the CFO acquired 3,088 shares of John Marshall Bancorp common stock, reported as an acquisition at a price of $0 per share. These shares are issuable upon vesting of restricted stock awards that will vest in equal installments over five years, with the first installment vesting on the anniversary of the grant.

After this transaction, the CFO beneficially owned 56,219 shares of common stock, including 11,018 shares related to unvested restricted stock awards that will be issued upon vesting. The filing is made as a single reporting person and reflects compensation in the form of equity rather than an open‑market stock purchase.

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

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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^*

Carstater Kent

(Last) (First) (Middle)

1943 ISAAC NEWTON SQUARE EAST

SUITE 100

(Street)

RESTON VA 20190

(City) (State) (Zip)

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

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

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

3. Date of Earliest Transaction (Month/Day/Year)
12/16/2025

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	12/16/2025		A		3,088(1)	A	$0	56,219(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. 3,088 shares issuable upon vesting of restricted stock awards. The awards will vest in equal installments over five years with the first installment vesting on the anniversary of the grant.

2. Includes 11,018 shares relating to unvested restricted stock awards issuable upon vesting.

	/s/ Jason S. Anderson, Attorney-in-Fact	12/18/2025
	** 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.

FAQ

What insider transaction did John Marshall Bancorp (JMSB) report in this Form 4?

The Form 4 reports that the Chief Financial Officer acquired 3,088 shares of John Marshall Bancorp common stock on 12/16/2025 through restricted stock awards at a reported price of $0 per share.

Who is the reporting person in the John Marshall Bancorp (JMSB) Form 4 filing?

The reporting person is an officer of John Marshall Bancorp, Inc., serving as the company’s Chief Financial Officer.

How many John Marshall Bancorp (JMSB) shares does the CFO beneficially own after the reported transaction?

Following the reported transaction, the Chief Financial Officer beneficially owned 56,219 shares of John Marshall Bancorp common stock.

What are the vesting terms of the 3,088 restricted shares reported for John Marshall Bancorp (JMSB)?

The 3,088 shares are issuable upon vesting of restricted stock awards, which will vest in equal installments over five years, with the first installment vesting on the anniversary of the grant.

Does the John Marshall Bancorp (JMSB) Form 4 include unvested restricted stock awards?

Yes. The filing notes that the officer’s holdings include 11,018 shares relating to unvested restricted stock awards that will be issued upon vesting.

Was this John Marshall Bancorp (JMSB) insider transaction a purchase on the open market?

No. The Form 4 describes the 3,088 shares as restricted stock awards issued at a reported price of $0, indicating equity compensation rather than an open‑market purchase.