NSTS Bancorp Avakian shares convert at $14.31

Q: How many NSTS shares did Amy L. Avakian dispose of?

Amy L. Avakian reported dispositions of 43,845 directly held common shares and 5,284 shares held indirectly through the ESOP on October 1, 2026. Each common share was converted into the right to receive $14.31 in cash at the merger’s effective time.

Q: What happened to Amy L. Avakian’s NSTS stock option in the merger?

The option covering 37,500 shares was canceled and converted into a cash amount equal to the underlying shares multiplied by the excess of $14.31 over its $9.36 per-share exercise price.

Q: How did Amy L. Avakian’s NSTS option vest?

The option provided for vesting in five equal annual installments beginning June 15, 2024. It was canceled in the merger and converted into cash under the stated formula.

Merger terms provided $14.31 cash consideration per common share and a cash conversion formula for the canceled option.

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Form Type

Rhea-AI Filing Summary

NSTS Bancorp, Inc.’s Chief Lending Officer, Amy L. Avakian, reported merger-related dispositions dated October 1, 2026: 43,845 directly held common shares and 5,284 common shares held indirectly through the ESOP. Each common share was converted into the right to receive $14.31 in cash at the merger’s effective time. A stock option covering 37,500 shares, with a $9.36 per-share exercise price, was canceled in the merger and converted into cash equal to the underlying shares multiplied by the excess of $14.31 over $9.36. Reported post-transaction positions were 0 shares for each common-stock entry and 0 stock options.

Insights

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Insider Trade Summary

Tender Offer: 86,629 shares

Tender Offer 3 txns

Insider Avakian Amy L

Role Chief Lending Officer

Type	Security	Shares	Price	Value
Tender Offer	Stock Option ^F2	37,500	--	--
Tender Offer	Common Stock ^F1	43,845	$14.31	$627K
Tender Offer	Common Stock ^F1	5,284	$14.31	$76K

Holdings After Transaction: Stock Option — 0 contracts (Direct); Common Stock — 0 shares (Direct); Common Stock — 0 shares (Indirect, By ESOP)

Footnotes (2)

F1. Pursuant to the Agreement and Plan of Merger dated 05/12/2026, each outstanding share of common stock was converted into the right to receive $14.31 in cash at the effective time of the merger.
F2. This option, which provided for vesting in five equal annual installments beginning June 15, 2024, was cancelled in the merger and converted into the right to receive an amount in cash equal to the product of: (i) the total number of shares of Company common stock underlying the option, multiplied by (ii) the excess of (A) $14.31, over (B) the per share exercise price for such option.

Key Figures

Direct common shares disposed: 43,845 shares Common shares held indirectly through the ESOP disposed: 5,284 shares Merger cash consideration: $14.31 per share +5 more

8 metrics

Direct common shares disposed 43,845 shares October 1, 2026

Common shares held indirectly through the ESOP disposed 5,284 shares October 1, 2026

Merger cash consideration $14.31 per share Common shares converted at the merger’s effective time

Shares underlying canceled option 37,500 shares Option canceled in the merger

Option exercise price $9.36 per share Option canceled in the merger

Direct common shares following transaction 0 shares Reported after the October 1, 2026 transaction

Common shares held indirectly through the ESOP following transaction 0 shares Reported after the October 1, 2026 transaction

Stock options following transaction 0 options Reported after the October 1, 2026 transaction

Key Terms

Agreement and Plan of Merger, effective time, vesting in five equal annual installments, per share exercise price

4 terms

Agreement and Plan of Merger financial

"Pursuant to the Agreement and Plan of Merger"

An Agreement and Plan of Merger is a formal document where two companies agree to combine into one, outlining how the process will happen. It’s like a step-by-step plan for merging, and it matters because it shows both sides have agreed on the details before the official transition takes place.

effective time technical

"at the effective time of the merger"

The exact clock time when a regulatory filing, approval, or corporate action formally becomes legally active; from that moment the change is binding and can be acted on. Investors care because the effective time marks when ownership, rights, trading rules, or new securities take effect — like a light switch turning on a contract or transaction — which determines when risks, benefits and market reactions begin.

vesting in five equal annual installments financial

"provided for vesting in five equal annual installments"

FAQ

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

How many NSTS shares did Amy L. Avakian dispose of?

Amy L. Avakian reported dispositions of 43,845 directly held common shares and 5,284 shares held indirectly through the ESOP on October 1, 2026. Each common share was converted into the right to receive $14.31 in cash at the merger’s effective time.

What happened to Amy L. Avakian’s NSTS stock option in the merger?

The option covering 37,500 shares was canceled and converted into a cash amount equal to the underlying shares multiplied by the excess of $14.31 over its $9.36 per-share exercise price.

How did Amy L. Avakian’s NSTS option vest?

The option provided for vesting in five equal annual installments beginning June 15, 2024. It was canceled in the merger and converted into cash under the stated formula.

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

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Available on EDGAR 10/02/2026 - 02:56 PM Accepted by SEC EDGAR 10/02/2026 - 02:55 PM

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^*

Avakian Amy L

(Last)

(First)

(Middle)

700 S LEWIS AVE

(Street)

WAUKEGAN

ILLINOIS

60085

(City)

(State)

(Zip)

UNITED STATES

(Country)

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

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Lending Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
10/01/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	10/01/2026		U		43,845	D	$14.31⁽¹⁾	0	D
Common Stock	10/01/2026		U		5,284	D	$14.31⁽¹⁾	0	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Option	$9.36	10/01/2026		U			37,500	⁽²⁾	06/15/2033	Common Stock	37,500	⁽²⁾	0	D

Explanation of Responses:

1. Pursuant to the Agreement and Plan of Merger dated 05/12/2026, each outstanding share of common stock was converted into the right to receive $14.31 in cash at the effective time of the merger.

2. This option, which provided for vesting in five equal annual installments beginning June 15, 2024, was cancelled in the merger and converted into the right to receive an amount in cash equal to the product of: (i) the total number of shares of Company common stock underlying the option, multiplied by (ii) the excess of (A) $14.31, over (B) the per share exercise price for such option.

	/s/ Carissa H. Schoolcraft, POA	10/02/2026
	** 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)

Source: View Original Filing on SEC EDGAR