[Form 4] The Bancorp Inc. Insider Trading Activity

Rhea-AI Filing Summary

Schedule 13G/A (Amendment 2) filed 31 Jul 2025 shows that four Canadian investment advisers linked to Scotiabank — 1832 Asset Management L.P., MD Financial Management Inc., Scotia McLeod (Scotia Capital Inc.) and Jarislowsky, Fraser Ltd — collectively owned 22,630,889 Brookfield Infrastructure Partners (BIP) LP units on 30 Jun 2025, equal to 4.90 % of the outstanding class.

Voting/dispositive authority is largely unilateral: sole power over 22,603,439 units and shared power over only 27,450 units. Individual stakes are: 1832 AM 15.45 m units (3.35 %), Scotia McLeod 7.15 m (1.55 %), MD Financial 25 k (0.01 %) and Jarislowsky Fraser 3.2 k (<0.01 %).

The group now certifies ownership of 5 % or less, indicating a position below the threshold that would otherwise trigger Schedule 13D obligations. The securities are held in the ordinary course of business with no intent to influence control.

Insights

Securities Analyst

TL;DR: Scotiabank-linked advisers hold 4.9 % of BIP, below 5 % control threshold; neutral governance impact.

The amended 13G shows aggregate ownership slipping under the 5 % mark, removing any perception of an activist stance and reducing future reporting burdens. Although 22.6 m units is sizable, it is dispersed among several asset-management entities and is declared as purely passive. No price-sensitive guidance or transaction terms are disclosed. From a valuation perspective, the filing neither signals strategic buying nor selling pressure; it merely updates the share count.

Corporate Governance Expert

TL;DR: Passive stake below 5 % limits governance influence; disclosure satisfies SEC requirements.

The certification that the units are held in the ordinary course, coupled with sub-5 % ownership, indicates no intent to influence BIP’s board or policies. This mitigates governance risk for existing investors. The joint filing and power-of-attorney exhibits demonstrate coordinated compliance rather than coordinated action. Overall governance impact is minimal.

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^*

Kozlowski Damian

(Last) (First) (Middle)

C/O THE 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)

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

3. Date of Earliest Transaction (Month/Day/Year)
07/29/2025

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	07/29/2025		M		300,000	A	$6.87	957,656	D
Common Stock	07/29/2025		S(1)		141,213	D	$64.8376(2)	816,443	D
Common Stock	07/30/2025		S(1)		119,128	D	$63.9282(3)	697,315	D
Common Stock	07/31/2025		S(1)		39,659	D	$62.7385(4)	657,656	D
Common Stock								16,144	I	By 401(k) plan account
Common Stock								2,230(5)	I	By son
Common Stock								2,230(5)	I	By son

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
Stock Option (right to buy)	$6.87	07/29/2025		M			300,000	05/20/2024	05/20/2030	Common Stock	300,000	$0	0	D

Explanation of Responses:

1. A significant portion of the sale proceeds are to be used in connection with a real estate transaction for the Reporting Person's primary residence.

2. The Reporting Person sold, in multiple transactions, common shares at prices ranging from $64.46 to $65.535.

3. The Reporting Person sold, in multiple transactions, common shares at prices ranging from $62.68 to $65.30.

4. The Reporting Person sold, in multiple transactions, common shares at prices ranging from $62.13 to $63.11.

5. The Reporting Person disclaims beneficial ownership of such securities, except to the extent of his pecuniary interest therein, and this report should not be deemed an admission that the Reporting Person is the beneficial owner of such securities for any purpose.

	/s/ Martin F. Egan, as attorney-in-fact	07/31/2025
	** 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 Brookfield Infrastructure Partners (BIP) units do the reporting advisers own?

They collectively own 22,630,889 units, representing 4.90 % of the class.

Which entity holds the largest individual stake in BIP according to the Schedule 13G/A?

1832 Asset Management L.P. with 15,451,475 units (3.35 %).

Does the filing indicate any intention to influence control of BIP?

No. The certification states the units are held in the ordinary course and not for influencing control.

Why is the 5 % threshold important in a Schedule 13G filing?

Crossing 5 % can trigger Schedule 13D activist reporting; the advisers now own below 5 %, easing disclosure obligations.

What is the CUSIP number for Brookfield Infrastructure Partners LP units?

G16252101.