Bancorp (TBBK) EVP, COO awarded 25,181 RSUs, sells shares for tax

Rhea-AI Filing Summary

The Bancorp, Inc. EVP and COO reported equity compensation and related tax share withholding. On 02/09/2026, the officer was granted 25,181 restricted stock units, each representing one share of common stock, scheduled to vest in three equal annual installments.

On 02/11/2026, 7,950 common shares were disposed of to pay taxes due upon the vesting of restricted stock units at a price of $56.2612 per share, with prices ranging from $55.9779 to $56.375. After these transactions, 127,338 common shares were held directly, with an additional 4,456 shares held indirectly through a 401(k) plan account.

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

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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^*

Garry Gregor J

(Last) (First) (Middle)

C/O BANCORP, INC.

409 SILVERSIDE ROAD, SUITE 105

(Street)

WILMINGTON DE 19809

(City) (State) (Zip)

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

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/09/2026

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	02/09/2026		A		25,181	A	(1)	135,288	D
Common Stock	02/11/2026		F(2)		7,950	D	$56.2612(3)	127,338	D
Common Stock								4,456	I	By 401(k) plan account

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. The Reporting Person was granted restricted stock units, each of which represents the right to receive one share of common stock of The Bancorp, Inc. upon vesting. The restricted stock units shall vest annually in three equal installments.

2. Shares were sold to pay the taxes due upon the vesting of restricted stock units.

3. Shares were sold at prices ranging from $55.9779 to $56.375.

	/s/ Martin F. Egan, as attorney-in-fact	02/11/2026
	** 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).
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FAQ

What insider activity did Bancorp, Inc. (TBBK) report in this Form 4?

Bancorp, Inc. reported equity transactions by its EVP and COO. The officer received 25,181 restricted stock units and disposed of 7,950 common shares to cover tax obligations tied to vesting, while retaining substantial direct and indirect share ownership afterward.

How many restricted stock units were granted to the Bancorp (TBBK) EVP and COO?

The EVP and COO was granted 25,181 restricted stock units. Each unit represents the right to receive one share of Bancorp common stock, vesting annually in three equal installments, which spreads delivery of the underlying shares over a three-year period following the grant date.

Why were 7,950 Bancorp (TBBK) shares disposed of in this filing?

The 7,950 common shares were disposed of to pay taxes due upon vesting of restricted stock units. The filing notes these shares were sold specifically for tax obligations, rather than as a discretionary open-market sale, aligning with typical tax-withholding practices on equity awards.

At what price were the 7,950 Bancorp (TBBK) shares sold for taxes?

The tax-related share disposition was reported at $56.2612 per share. A footnote clarifies that the shares were actually sold at prices ranging from $55.9779 to $56.375, reflecting execution across a narrow trading range during the tax-withholding transaction.

How many Bancorp (TBBK) shares does the EVP and COO own after these transactions?

Following the reported transactions, the EVP and COO directly owns 127,338 Bancorp common shares. In addition, 4,456 common shares are held indirectly through a 401(k) plan account, reflecting both personal holdings and retirement-plan-related ownership positions disclosed in the filing.

How do the granted Bancorp (TBBK) restricted stock units vest over time?

The 25,181 restricted stock units vest annually in three equal installments. Each vested unit converts into one share of Bancorp common stock, so the officer receives one-third of the total units each year across a three-year vesting schedule, subject to continued service conditions.