Patriot National Bancorp Form 4: Angie Miranda awarded 450,000 RSUs

Rhea-AI Filing Summary

Patriot National Bancorp (PNBK) reported a Section 16 Form 4 showing that Angie Miranda, EVP & Chief Risk Officer, received a grant of 450,000 Restricted Stock Units (RSUs). The award agreement was effective April 30, 2025 and was reported as a transaction dated August 7, 2025. The RSUs vest in three equal installments on each of the first three anniversaries of the award date, meaning one-third vests each year over three years. The Form 4 was signed by Angie Miranda on August 14, 2025. The filing reflects a non-derivative equity award to an officer; no exercise price, cash consideration, or adjustments are reported in the Form 4.

Positive

• 450,000 RSU award granted to the company's EVP & Chief Risk Officer, reflecting direct equity alignment with executives
• Three-year vesting schedule (three equal annual installments) promotes retention over multiple years
• Award agreement effective April 30, 2025 with transaction reported on August 7, 2025 and signed on August 14, 2025

Negative

• None.

Insights

Compensation Analyst

TL;DR: A 450,000-RSU award to the EVP & CRO vests over three years, emphasizing multi-year retention and equity alignment.

The grant of 450,000 Restricted Stock Units to Angie Miranda, effective April 30, 2025 and reported August 7, 2025, is a straightforward long-term equity award. Vesting in three equal annual installments ties realized value to continued service for three years, which is typical for retention and performance alignment. The Form 4 records this as a non-derivative grant with no purchase price disclosed, consistent with standard restricted stock unit awards that settle in shares upon vesting. The filing does not disclose performance conditions, accelerated vesting provisions, or settlement timing beyond the anniversary vesting schedule.

Corporate Governance Expert

TL;DR: The filing documents an insider equity award; it raises governance questions only if additional terms or context are absent.

An award of 450,000 RSUs to an executive officer is a material compensation event for governance review but the Form 4 itself only reports the grant and vesting schedule. The award is recorded as effective April 30, 2025 with vesting in three equal annual installments. The filing does not include information about board approval, grant rationale, or any performance-based conditions. For full governance assessment, reviewers would need the award agreement, board minutes or proxy disclosures that describe approval authority, benchmarking, and potential dilution; those documents are not included in this Form 4.

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^*

Miranda Angie

(Last) (First) (Middle)

C/O PATRIOT NATIONAL BANCORP, INC.

900 BEDFORD STREET

(Street)

STAMFORD CT 06901

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PATRIOT NATIONAL BANCORP INC [ PNBK ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP & Chief Risk Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/07/2025

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	08/07/2025		A		450,000(1)	A	(1)	450,000	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

Explanation of Responses:

1. On August 7, 2025, the Reporting Person received an award agreement effective as of April 30, 2025 granting Restricted Stock Units equal to 450,000 shares of Common Stock, which will vest in three equal installments on each of the first three anniversaries of the award date.

Remarks:

	/s/ Angie Miranda	08/14/2025
	** 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).
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.

FAQ

What transaction did Angie Miranda report on Form 4 for PNBK?

The Form 4 reports an award of 450,000 Restricted Stock Units (RSUs) to Angie Miranda, EVP & Chief Risk Officer, recorded as a non-derivative equity grant.

When was the RSU award to Angie Miranda effective and when was it reported?

The award agreement was effective April 30, 2025 and the transaction date reported on the Form 4 is August 7, 2025 (Form signed August 14, 2025).

How do the RSUs granted to Angie Miranda vest?

The RSUs vest in three equal installments on each of the first three anniversaries of the award date (one-third each year).

Does the Form 4 show any cash purchase price or exercise price for the award?

No. The Form 4 lists the grant as Restricted Stock Units with no exercise price or cash consideration disclosed.

Is there any information in the Form 4 about performance conditions or accelerated vesting?

The Form 4 does not disclose any performance conditions or provisions for accelerated vesting; it only states the three-year anniversary vesting schedule.