STOCK TITAN

Shore Bancshares EVP boosts stake with RSU conversion

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Shore Bancshares Inc. (SHBI) – Form 4 insider filing reports that EVP & Chief Risk Officer Talal Tay acquired 1,353 SHBI common shares on 1 July 2025 through the vesting (Code M) of an equal number of previously granted restricted stock units (RSUs). Following the transaction, Tay directly owns 15,074 common shares and indirectly holds 1,004 shares via the company ESOP.

In addition, Tay retains 7,566 unvested RSUs with staggered vesting dates between 2026-2028, underpinning longer-term equity alignment. The direct share count includes 1,956 shares accumulated through the Employee Stock Purchase Plan and incremental dividend reinvestment purchases (Rule 16a-11).

No shares were sold, no cash price was disclosed (RSUs convert 1-for-1), and there are no indications of derivative sales or new option grants. The filing is a routine Section 16 ownership update that modestly increases insider equity exposure.

Positive

  • Increased insider ownership: Talal Tay added 1,353 common shares, taking his direct holdings to 15,074 shares.
  • Long-term alignment: 7,566 RSUs remain outstanding with vesting dates through 2028, keeping the executive incentivised over multiple years.
  • No sales disclosed: The filing reports only acquisitions; no shares were sold or transferred for tax purposes.

Negative

  • None.

Insights

TL;DR: Routine RSU vesting adds 1,353 shares; insider now holds 15k shares, 7.6k RSUs—neutral signal, modest alignment boost.

The Form 4 shows an automatic conversion of RSUs (Code M) rather than an open-market purchase. Although the transaction raises Tay’s direct stake by roughly 10%, the absolute dollar value is likely small relative to SHBI’s market cap. Importantly, no shares were sold to cover taxes, suggesting the executive chose to retain the entire block. Remaining RSUs extend through 2028, indicating continued exposure to the bank’s long-term performance. Overall, the event is neutral—it neither signals new buying conviction nor disposal concerns, but does reinforce ongoing alignment.

Insider Tay Talal
Role EVP, Chief Risk Officer
Type Security Shares Price Value
Exercise Restricted Stock Units 1,353 $0.00 --
Exercise Common Stock 1,353 $0.00 --
holding Common Stock -- -- --
Holdings After Transaction: Restricted Stock Units — 7,566 shares (Direct); Common Stock — 15,074 shares (Direct); Common Stock — 1,004 shares (Indirect, By ESOP)
Footnotes (1)
  1. Restricted stock units convert into common stock on a one-for-one basis. Includes 1,956 shares acquired under the Shore Bancshares, Inc. Employee Stock Purchase Plan as of July 1, 2025. The amount held reflects an increase in beneficial ownership resulting from an exempt acquisition of common stock under the Shore Bancshares Dividend Reinvestment Plan pursuant to Rule 16a-11. Each restricted stock unit represents a contingent right to receive one share of SHBI common stock. Restricted stock units vested July 1, 2025. The restricted stock units vest as follows: 249 units on March 6, 2026, 745 units on March 6, 2026, 1,196 units on March 7, 2026, 1,196 units on March 7, 2027, 1,393 units on February 27, 2026, 1,393 units on February 27, 2027 and 1,394 units on February 27, 2028.
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Learn about SEC filing dates
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*
Tay Talal

(Last) (First) (Middle)
18 E DOVER STREET

(Street)
EASTON MD 21601

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
SHORE BANCSHARES INC [ SHBI ]
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)
07/01/2025
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 07/01/2025 M 1,353 A (1) 15,074(2)(3) D
Common Stock 1,004 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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units (4) 07/01/2025 M 1,353 (5) (6) Common Stock 1,353 $0 7,566 D
Explanation of Responses:
1. Restricted stock units convert into common stock on a one-for-one basis.
2. Includes 1,956 shares acquired under the Shore Bancshares, Inc. Employee Stock Purchase Plan as of July 1, 2025.
3. The amount held reflects an increase in beneficial ownership resulting from an exempt acquisition of common stock under the Shore Bancshares Dividend Reinvestment Plan pursuant to Rule 16a-11.
4. Each restricted stock unit represents a contingent right to receive one share of SHBI common stock.
5. Restricted stock units vested July 1, 2025.
6. The restricted stock units vest as follows: 249 units on March 6, 2026, 745 units on March 6, 2026, 1,196 units on March 7, 2026, 1,196 units on March 7, 2027, 1,393 units on February 27, 2026, 1,393 units on February 27, 2027 and 1,394 units on February 27, 2028.
Remarks:
/s/ Christy Lombardi, Attorney in Fact for Talal Tay 07/02/2025
** 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

How many SHBI shares did EVP Talal Tay acquire on July 1 2025?

He acquired 1,353 common shares through RSU vesting (Transaction Code M).

What is Talal Tay’s total direct SHBI share ownership after the transaction?

His direct ownership stands at 15,074 shares.

How many unvested RSUs does the executive still hold?

Talal Tay continues to hold 7,566 restricted stock units that vest between 2026 and 2028.

Were any SHBI shares sold in this Form 4 filing?

No. The filing only reports an acquisition via RSU conversion; no sales were recorded.

What does Transaction Code “M” signify in Form 4 filings?

Code “M” indicates an exempt conversion of derivative securities (e.g., RSUs or options) into common stock.