Northpointe Bancshares (NPB) EVP reports RSU conversion and stock trades

Rhea-AI Filing Summary

Northpointe Bancshares EVP reports RSU vesting and share transactions. An executive officer of Northpointe Bancshares Inc. (EVP, National Sales) reported transactions dated December 19, 2025 involving common stock and restricted stock units (RSUs). A block of 23,096.67 RSUs converted into the same number of shares of common stock at an exercise price of $0, and those shares were acquired directly. On the same date, 6,820.67 shares of common stock were disposed of at a price of $17.67 per share. Following these transactions, the reporting person directly owned 16,276 shares of common stock and 46,193.33 RSUs as derivative securities. The filing notes that RSUs convert into common stock on a one-for-one basis and that the remaining RSUs vest in two approximately equal installments on December 19, 2026 and December 19, 2027.

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^*

Butler Amy M

(Last) (First) (Middle)

3333 DEPOSIT DRIVE NORTHEAST

(Street)

GRAND RAPIDS MI 49546

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
NORTHPOINTE BANCSHARES INC [ NPB ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, NATIONAL SALES

3. Date of Earliest Transaction (Month/Day/Year)
12/19/2025

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	12/19/2025		M		23,096.67	A	$0(1)	23,096.67	D
Common Stock	12/19/2025		F		6,820.67	D	$17.67	16,276	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
Restricted stock units(1)	(1)	12/19/2025		M			23,096.67	(2)	(2)	Common Stock	23,096.67	$0	46,193.33	D

Explanation of Responses:

1. Restricted stock units ("RSUs") convert into shares of the issuer's common stock on a one-for-one basis.

2. The RSUs vested as to 23,096.67 shares on December 19, 2025, and the remaining RSUs vest in two approximately equal installments on each of December 19, 2026 and December 19, 2027.

Remarks:

	/s/ Kevin J. Comps, Attorney-in-Fact	12/22/2025
	** 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).
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FAQ

What insider transaction did the Northpointe Bancshares (NPB) EVP report?

The EVP, National Sales of Northpointe Bancshares Inc. (NPB) reported that on December 19, 2025, 23,096.67 restricted stock units (RSUs) converted into the same number of shares of common stock at an exercise price of $0, and that common shares were both acquired and disposed of on that date.

How many Northpointe Bancshares (NPB) shares did the EVP acquire and dispose of?

On December 19, 2025, the executive acquired 23,096.67 shares of Northpointe Bancshares common stock through RSU conversion and disposed of 6,820.67 shares of common stock at a reported price of $17.67 per share.

What are the EVP’s holdings in Northpointe Bancshares (NPB) after the reported Form 4 transactions?

After the reported transactions, the EVP directly held 16,276 shares of Northpointe Bancshares common stock and 46,193.33 restricted stock units (RSUs) listed as derivative securities.

How do the Northpointe Bancshares (NPB) RSUs held by the EVP vest?

The filing states that RSUs convert into shares of common stock on a one-for-one basis. Of the RSUs, 23,096.67 vested on December 19, 2025, and the remaining RSUs vest in two approximately equal installments on December 19, 2026 and December 19, 2027.

What is the role of the reporting person in Northpointe Bancshares (NPB)?

The reporting person is identified as an officer of Northpointe Bancshares Inc., with the title EVP, National Sales, and is filing individually as indicated by the selection that the Form is filed by one reporting person.

What type of securities are reported as derivative holdings for the Northpointe Bancshares (NPB) EVP?

The derivative securities reported are restricted stock units (RSUs). The filing notes that these RSUs convert into shares of Northpointe Bancshares common stock on a one-for-one basis, with 46,193.33 RSUs beneficially owned following the reported transactions.