Patriot National (PNBK) CFO RSU vesting, tax withholding and indirect stake
Rhea-AI Filing Summary
Patriot National Bancorp EVP & CFO Carlos P. Salas reported equity compensation activity involving Restricted Stock Units and related tax withholding. On April 30, 2026, 333,333 RSUs granted on April 30, 2025 vested and settled into shares of Common Stock, with no cash paid by Salas at settlement.
The company withheld 123,683 shares at $1.23 per share to cover applicable tax obligations, so those withheld shares were not delivered to him. After these transactions, Salas holds 209,650 shares of Common Stock directly and 1,333,334 shares indirectly through HECA Management LLC, where he is managing member and holds sole voting and dispositive power over those securities acquired in a prior $57.75 million private placement.
Positive
- None.
Negative
- None.
Insider Trade Summary
Net Buyer: 209,650 shares
Net Buy
4 txns
Insider
Salas Carlos P
Role
EVP & Chief Financial Officer
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Stock Units | 333,333 | $0.00 | $0.00 |
| Exercise | Common Stock | 333,333 | $0.00 | $0.00 |
| Exercise Price or Tax Liability | Common Stock | 123,683 | $1.23 | $152K |
| holding | Common Stock | -- | -- | -- |
Holdings After Transaction:
Restricted Stock Units — 666,667 shares (Direct);
Common Stock — 209,650 shares (Direct);
Common Stock — 1,333,334 shares (Indirect, By HECA Management LLC)
Footnotes (3)
- F1. On April 30, 2025, the Reporting Person was granted Restricted Stock Units ("RSUs") equal to 1,000,000 shares of Common Stock of the Issuer, which will vest over three years (333,333 shares, 333,333 shares, and 333,334 shares respectively as of April 30, 2026, 2027 and 2028). On April 30, 2026, the first installment of 333,333 RSUs vested and settled and the Issuer delivered shares of Common Stock in settlement thereof. No consideration was paid by the Reporting Person in connection with the settlement.
- F2. Represents 123,683 shares of Common Stock withheld by the Issuer upon settlement of the RSUs to satisfy the Reporting Person's applicable tax withholding obligations. The shares were withheld at a price of $1.23 per share, representing the closing price of the Issuer's Common Stock on April 30, 2026. The withheld shares were not delivered to the Reporting Person.
- F3. HECA Management LLC ("HECA Management") purchased the securities described herein as part of the $57.75 million private placement of the Issuer that was completed on March 20, 2025. The Reporting Person is the managing member of HECA Management and is deemed to hold sole voting and dispositive power over the securities held by HECA Management.
Key Figures
RSUs vested: 333,333 RSUs
RSU grant size: 1,000,000 RSUs
Shares withheld for taxes: 123,683 shares
+4 more
7 metrics
RSUs vested
333,333 RSUs
First installment vested and settled on April 30, 2026
RSU grant size
1,000,000 RSUs
Award granted on April 30, 2025, vesting over three years
Shares withheld for taxes
123,683 shares
Withheld upon RSU settlement at $1.23 per share
Tax withholding price
$1.23 per share
Closing price of Common Stock on April 30, 2026
Direct holdings after transaction
209,650 shares
Common Stock held directly by Carlos P. Salas
Indirect holdings via HECA Management
1,333,334 shares
Common Stock held indirectly through HECA Management LLC
Private placement amount
$57.75 million
Issuer private placement completed March 20, 2025
Key Terms
Restricted Stock Units, tax withholding obligations, private placement, derivative security, +1 more
5 terms
Restricted Stock Units financial
"the Reporting Person was granted Restricted Stock Units ("RSUs") equal to 1,000,000 shares of Common Stock"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
tax withholding obligations financial
"withheld by the Issuer upon settlement of the RSUs to satisfy the Reporting Person's applicable tax withholding obligations"
private placement financial
"purchased the securities described herein as part of the $57.75 million private placement of the Issuer"
A private placement is a sale of securities directly to a selected group of investors, typically institutions or accredited investors, instead of through a public offering. It lets a company raise money faster and with fewer regulatory steps; for existing shareholders it matters because the newly issued shares, often sold at a discount, increase the share count and can dilute their ownership.
derivative security financial
"transaction_code_description": "Exercise or conversion of derivative security""
A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.
voting and dispositive power financial
"is deemed to hold sole voting and dispositive power over the securities held by HECA Management"
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What did Patriot National Bancorp (PNBK) CFO Carlos Salas report in this Form 4/A?
He reported vesting and settlement of 333,333 Restricted Stock Units into Common Stock, along with related tax withholding. The filing also updates his direct and indirect share holdings, including a substantial position held through HECA Management LLC.
How many Patriot National Bancorp (PNBK) RSUs vested for the CFO on April 30, 2026?
333,333 Restricted Stock Units vested and settled into shares of Common Stock on April 30, 2026. These RSUs are part of a 1,000,000-share award granted on April 30, 2025 that is scheduled to vest in three annual installments through 2028.
What are Carlos Salas’s direct Patriot National Bancorp (PNBK) holdings after this filing?
Following the RSU vesting and tax withholding, Carlos Salas directly holds 209,650 shares of Patriot National Bancorp Common Stock. This reflects the net position after 333,333 RSUs settled and 123,683 shares were withheld by the issuer to cover applicable tax obligations.
What is HECA Management LLC’s role in Carlos Salas’s PNBK holdings?
HECA Management LLC holds 1,333,334 Patriot National Bancorp shares indirectly for Carlos Salas. It purchased these securities in a $57.75 million private placement completed March 20, 2025, and Salas, as managing member, has sole voting and dispositive power over those shares.
How large was the Patriot National Bancorp private placement tied to HECA Management LLC?
The private placement associated with HECA Management LLC’s Patriot National Bancorp position totaled $57.75 million. HECA Management acquired its Common Stock in that transaction, and Carlos Salas is deemed to have sole voting and dispositive power over those indirectly held shares.