Magnolia Bancorp CEO sells 4,000 shares at $13.71

Rhea-AI Filing Summary

Magnolia Bancorp, Inc. (MGNO) director and Executive Chair & CEO Michael L. Hurley reported a sale of 4,000 shares of common stock on 2026-08-19 at $13.71 per share in a private sale to the company’s 2025 Recognition and Retention Plan and Trust to partially fund that plan. Following this sale and including an award under the same plan, he holds 41,024 common shares directly, plus 1,307 shares held indirectly through an ESOP, and a stock option to acquire 16,675 shares at an exercise price of $11.19 per share that vests 20% per year commencing on November 20, 2026 and expires on November 20, 2035.

Insider Trade Summary

Net Seller: 4,000 shares

Net Sell 3 txns

Insider Hurley Michael L.

Role Executive Chair & CEO

Sold 4,000 shs ($55K)

Type	Security	Shares	Price	Value
Sale	Common Stock $.01 par value F1, F2	4,000	$13.71	$55K
holding	Stock Option (Right to Buy) F3	--	--	--
holding	Common Stock $.01 par value	--	--	--

Holdings After Transaction: Common Stock $.01 par value — 41,024 shares (Direct); Stock Option (Right to Buy) — 16,675 contracts (Direct); Common Stock $.01 par value — 1,307 shares (Indirect, By ESOP)

Footnotes (3)

1. F1. Represents a private sale to the Issuer's 2025 Recognition and Retention Plan and Trust Agreement to partially fund such plan.
2. F2. Includes the grant of 8,337 shares pursuant to the Issuer's 2025 Recognition and Retention Plan and Trust Agreement that vest 20% per year commencing on November 20, 2026.
3. F3. The options vest at a rate of 20% per year commencing on November 20, 2026.

Key Figures

Shares sold: 4,000 shares of common stock Sale price per share: $13.71 per share Direct common shares held after transaction: 41,024 shares +5 more

8 metrics

Shares sold 4,000 shares of common stock Private sale on 2026-08-19 to the 2025 Recognition and Retention Plan and Trust

Sale price per share $13.71 per share Price for 4,000 MGNO shares sold on 2026-08-19

Direct common shares held after transaction 41,024 shares Direct MGNO common stock holdings of Michael L. Hurley after the sale

Indirect ESOP shares held 1,307 shares MGNO common stock held indirectly by Michael L. Hurley through ESOP

Stock option exercise price $11.19 per share Exercise price for option on 16,675 MGNO shares held by Michael L. Hurley

Underlying shares for stock option 16,675 shares Common shares underlying Michael L. Hurley’s stock option (right to buy)

Option expiration date November 20, 2035 Expiration of stock option on MGNO common stock held by Michael L. Hurley

Equity vesting rate 20% per year Vesting rate for 8,337-share grant and stock options starting November 20, 2026

Key Terms

Recognition and Retention Plan and Trust Agreement, Stock Option (Right to Buy, ESOP, vesting

4 terms

Recognition and Retention Plan and Trust Agreement financial

"private sale to the Issuer's 2025 Recognition and Retention Plan and Trust Agreement"

Stock Option (Right to Buy financial

"security_title": "Stock Option (Right to Buy)"

ESOP financial

"Common Stock $.01 par value held indirectly By ESOP"

An Employee Stock Ownership Plan (ESOP) is a program that gives employees ownership shares in their company, often as part of their benefits package. It acts like a company-sponsored savings plan, allowing workers to have a stake in the company's success, which can boost motivation and loyalty. For investors, ESOPs can influence company decisions and stock value, making them an important aspect of corporate ownership and governance.

vesting financial

"grant of 8,337 shares ... that vest 20% per year"

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

FAQ

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

What insider transaction did MGNO’s CEO Michael L. Hurley report on August 19, 2026?

Michael L. Hurley reported a sale of 4,000 Magnolia Bancorp (MGNO) common shares on 2026-08-19 at $13.71 per share. The shares were sold privately to the company’s 2025 Recognition and Retention Plan and Trust to help partially fund that plan.

How many MGNO shares does Michael L. Hurley hold after this Form 4 transaction?

After the reported transaction, Michael L. Hurley holds 41,024 MGNO common shares directly and 1,307 shares indirectly through an ESOP. The 41,024 direct shares include a grant of 8,337 shares under the 2025 Recognition and Retention Plan that vest over time.

What is the nature of the MGNO share sale reported by Michael L. Hurley?

The 4,000-share sale by Michael L. Hurley involved a private sale to Magnolia Bancorp’s 2025 Recognition and Retention Plan and Trust to partially fund that plan, rather than an open-market transaction, even though the transaction code S generally denotes a sale.

What stock options on MGNO shares does Michael L. Hurley report holding?

Michael L. Hurley reports a stock option (right to buy) covering 16,675 MGNO common shares with an exercise price of $11.19 per share. These options vest at 20% per year starting on November 20, 2026 and expire on November 20, 2035.

Were Michael L. Hurley’s MGNO transactions made under a Rule 10b5-1 trading plan?

The filing indicates the Rule 10b5-1 checkbox is not affirmed for this Form 4, and no footnote states the transactions were made under a trading plan. The reported 4,000-share sale is characterized as a private sale to the company’s 2025 Recognition and Retention Plan and Trust.

What is the vesting schedule for Michael L. Hurley’s MGNO equity awards under the 2025 plan?

A grant of 8,337 MGNO shares to Michael L. Hurley under the 2025 Recognition and Retention Plan and Trust vests at 20% per year beginning on November 20, 2026. His stock options covering 16,675 shares have the same 20%-per-year vesting start date.

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

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Available on EDGAR 08/24/2026 - 01:13 PM EDT Accepted by SEC EDGAR 08/24/2026 - 01:13 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^*

Hurley Michael L.

(Last) (First) (Middle)

C/O MAGNOLIA BANCORP, INC.

2900 CLEARVIEW PKWY.

(Street)

METAIRIE LOUISIANA 70006

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Magnolia Bancorp, Inc. [ MGNO ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Executive Chair & CEO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/19/2026

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 $.01 par value	08/19/2026		S		4,000(1)	D	$13.71	41,024(2)	D
Common Stock $.01 par value								1,307	I	By ESOP

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
Stock Option (Right to Buy)	$11.19							11/20/2026(3)	11/20/2035	Common Stock	16,675		16,675	D

Explanation of Responses:

1. Represents a private sale to the Issuer's 2025 Recognition and Retention Plan and Trust Agreement to partially fund such plan.

2. Includes the grant of 8,337 shares pursuant to the Issuer's 2025 Recognition and Retention Plan and Trust Agreement that vest 20% per year commencing on November 20, 2026.

3. The options vest at a rate of 20% per year commencing on November 20, 2026.

	/s/ Michael L. Hurley	08/20/2026
	** 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)