NSTS Bancorp director disposes of 29,200 shares

Q: How many NSTS shares did director Thomas J. Kneesel dispose of?

Thomas J. Kneesel reported disposing of 29,200 NSTS common shares on October 1, 2026, at $14.31 per share. Under the merger terms, each outstanding common share converted into the right to receive $14.31 in cash at the merger’s effective time. No Rule 10b5-1 plan is reported.

Q: What happened to Thomas J. Kneesel’s NSTS stock option?

The option covering 23,000 shares was canceled in the merger and converted into a cash right equal to the underlying shares multiplied by the excess of $14.31 over the $9.36 per-share exercise price. The option provided for vesting in five equal annual installments beginning June 15, 2024.

The director’s 23,000-share option was canceled for a cash right based on the $14.31 merger price and $9.36 exercise price.

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Rhea-AI Filing Summary

NSTS Bancorp, Inc. director Thomas J. Kneesel reported disposing of 29,200 common shares on October 1, 2026, at $14.31 per share. Under the merger terms, each outstanding common share converted into the right to receive $14.31 in cash at the merger’s effective time. A stock option covering 23,000 shares, with a $9.36 per-share exercise price, was canceled and converted into a cash right based on the excess of $14.31 over the exercise price. The reported post-transaction position was 0 shares. No Rule 10b5-1 plan is reported.

Insider Trade Summary

Tender Offer: 52,200 shares

Tender Offer 2 txns

Insider Kneesel Thomas J

Role Director

Type	Security	Shares	Price	Value
Tender Offer	Stock Option ^F2	23,000	--	--
Tender Offer	Common Stock ^F1	29,200	$14.31	$418K

Holdings After Transaction: Stock Option — 0 contracts (Direct); Common Stock — 0 shares (Direct)

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

Common shares disposed: 29,200 shares Merger cash consideration per common share: $14.31 per share Shares underlying canceled option: 23,000 shares +2 more

5 metrics

Common shares disposed 29,200 shares October 1, 2026

Merger cash consideration per common share $14.31 per share At the merger’s effective time

Shares underlying canceled option 23,000 shares Option canceled in the merger on October 1, 2026

Option exercise price $9.36 per share Per-share exercise price for the canceled option

Common shares following disposition 0 shares 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 financial

"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 director Thomas J. Kneesel dispose of?

Thomas J. Kneesel reported disposing of 29,200 NSTS common shares on October 1, 2026, at $14.31 per share. Under the merger terms, each outstanding common share converted into the right to receive $14.31 in cash at the merger’s effective time. No Rule 10b5-1 plan is reported.

What happened to Thomas J. Kneesel’s NSTS stock option?

The option covering 23,000 shares was canceled in the merger and converted into a cash right equal to the underlying shares multiplied by the excess of $14.31 over the $9.36 per-share exercise price. The option provided for vesting in five equal annual installments beginning June 15, 2024.

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

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Available on EDGAR 10/02/2026 - 02:54 PM Accepted by SEC EDGAR 10/02/2026 - 02:53 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^*

Kneesel Thomas J

(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)

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

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		29,200	D	$14.31⁽¹⁾	0	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)
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			23,000	⁽²⁾	06/15/2033	Common Stock	23,000	⁽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