MVB Financial (NASDAQ: MVBF) CEO adds shares through RSU vesting and grant
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
MVB Financial Corp President & CEO Larry F. Mazza reported mainly compensation-related share changes in MVB FINANCIAL CORP common stock. Several time- and performance-based restricted stock unit (RSU) awards vested and were converted into common shares, consistent with graded vesting schedules under the company’s 2013 and 2022 Stock Incentive Plans.
Mazza acquired 11,061 common shares as a grant or award and exercised RSU awards covering 17,514 shares that vested upon service and performance conditions being met. To cover tax obligations, 10,867 shares were withheld at $25.68 per share rather than sold on the open market. After these transactions, he holds 739,473 common shares directly, while 22,304 shares are held indirectly in an account owned by Melissa Mazza.
Positive
- None.
Negative
- None.
Insights
CEO’s Form 4 shows routine RSU vesting, tax withholding, and a new share grant.
The filing indicates that Larry F. Mazza, President & CEO of MVB Financial Corp, had multiple restricted stock unit (RSU) tranches vest, converting into common shares under the company’s stock incentive plans. These are standard equity compensation mechanics rather than open-market trades.
The data show 17,514 shares from RSU exercises and an additional 11,061-share grant, partly offset by 10,867 shares withheld to satisfy tax liabilities at $25.68 per share. Following the transactions, Mazza directly owns 739,473 shares and has an associated indirect position of 22,304 shares held by Melissa Mazza, suggesting the overall change is incremental and compensation-driven.
Insider Trade Summary
17,514 shares exercised/converted
Mixed
11 txns
Insider
Mazza Larry F
Role
President & CEO
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | RSU - Time-Vested Award | 1,259 | $0.00 | -- |
| Exercise | RSU - Time-Vested Award | 5,007 | $0.00 | -- |
| Exercise | RSU - Time-Vested Award | 5,668 | $0.00 | -- |
| Exercise | RSU - Time-Vested Award | 5,580 | $0.00 | -- |
| Exercise | Common Stock | 1,471 | $0.00 | -- |
| Exercise | Common Stock | 5,341 | $0.00 | -- |
| Exercise | Common Stock | 6,276 | $0.00 | -- |
| Exercise | Common Stock | 5,724 | $0.00 | -- |
| Grant/Award | Common Stock | 11,061 | $0.00 | -- |
| Tax Withholding | Common Stock | 10,867 | $25.68 | $279K |
| holding | Common Stock | -- | -- | -- |
Holdings After Transaction:
RSU - Time-Vested Award — 0 shares (Direct, null);
Common Stock — 711,071 shares (Direct, null);
Common Stock — 22,304 shares (Indirect, Owned By - Melissa Mazza)
Footnotes (1)
- 1/5 of the time-based restricted stock units, granted May 1, 2021, have vested and shares are being issued. Includes 212 dividend equivalent shares accrued since the time of grant. 1/3 of the time-based restricted stock units, granted May 1, 2023, have vested and shares are being issued. This total includes 334 shares acquired through MVB's Dividend Reinvestment Plan. 1/3 of the time-based restricted stock units, granted May 1, 2024, have vested and shares are being issued. This total includes 608 shares acquired through MVB's Dividend Reinvestment Plan. 1/3 of the time-based restricted stock units, granted May 1, 2025, have vested and shares are being issued. This total includes 144 shares acquired through MVB's Dividend Reinvestment Plan. Acquired upon achievement of certain performance criteria pursuant to the performance-based restricted stock units granted on May 1, 2023. The performance conditions applicable to the aware were determined to have been satisfied by the Company's HR & Compensation Committee. The restricted units were granted pursuant to the 2013 Stock Incentive Plan (Amended) and have a five-year graded vesting schedule assuming continued employment with the Company. The restricted units were granted pursuant to the 2022 Stock Incentive Plan and have a three-year graded vesting schedule assuming continued employment with the Company.
Key Figures
Tax-withheld shares: 10,867 shares at $25.68/share
New share grant: 11,061 shares
RSU exercises: 17,514 shares
+2 more
5 metrics
Tax-withheld shares
10,867 shares at <money>$25.68</money>/share
Shares withheld to cover exercise price or tax liability
New share grant
11,061 shares
Grant or award acquisition of common stock
RSU exercises
17,514 shares
Total shares from derivative exercises/conversions in this filing
Direct holdings after transactions
739,473 shares
Common stock directly owned by Larry F. Mazza
Indirect holdings
22,304 shares
Common stock owned by Melissa Mazza and reported as indirect
Key Terms
time-based restricted stock units, Dividend Reinvestment Plan, performance-based restricted stock units, tax-withholding disposition, +1 more
5 terms
time-based restricted stock units financial
"1/5 of the time-based restricted stock units, granted May 1, 2021, have vested"
Time-based restricted stock units are a form of employee compensation where individuals are granted company shares that are earned over a set period, often as a reward for staying with the company. These shares typically become fully owned and transferable only after passing specific time milestones, encouraging long-term commitment. For investors, they highlight a company's focus on employee retention and can influence future stock supply and company stability.
Dividend Reinvestment Plan financial
"This total includes 334 shares acquired through MVB's Dividend Reinvestment Plan."
A dividend reinvestment plan lets shareholders automatically use cash dividends to buy more shares of the same company instead of receiving the money. It matters to investors because it turns regular payouts into a steady way to grow ownership and take advantage of compound returns—like having your savings automatically buy additional slices of a pie over time—while often reducing transaction costs and smoothing purchase timing.
performance-based restricted stock units financial
"Acquired upon achievement of certain performance criteria pursuant to the performance-based restricted stock units granted on May 1, 2023."
Performance-based restricted stock units are a type of employee equity award that converts into company shares only if predefined financial or operational targets are met over a set period. Think of it like a bonus check that becomes stock only when specific goals are hit; it ties pay to results, aligning managers’ incentives with shareholders. Investors care because these awards affect future share count, executive incentives, and signal how management’s success will be measured and rewarded.
tax-withholding disposition financial
"Payment of exercise price or tax liability by delivering securities"
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
graded vesting schedule financial
"The restricted units were granted pursuant to the 2013 Stock Incentive Plan (Amended) and have a five-year graded vesting schedule"
FAQ
What did MVBF President & CEO Larry F. Mazza report on this Form 4?
Larry F. Mazza reported several equity compensation events, mainly restricted stock units vesting into common stock and a new share grant. The filing also shows tax-related share withholding and updated direct and indirect ownership totals in MVB Financial Corp common shares.
What equity awards for Larry Mazza vested in this MVB Financial Form 4 filing?
Time-based and performance-based restricted stock units granted in prior years vested and were settled in common shares. Footnotes describe vesting fractions from 2021, 2023, 2024, and 2025 grants, as well as units earned after performance criteria were determined satisfied by the HR & Compensation Committee.
Are Larry Mazza’s MVBF transactions in this Form 4 open-market buys or sells?
The reported activity primarily reflects RSU vesting, derivative exercises, a share grant, and tax withholding, not open-market trades. Shares were issued upon vesting and performance satisfaction, with a portion withheld to cover tax obligations instead of being sold on an exchange.