[Form 4] USCB Financial Holdings, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Martha Guerra-Kattou, EVP Sales and Marketing of USCB Financial Holdings (USCB), reported insider option exercise and sale activity on 09/08/2025. She exercised 6,000 options with a $7.50 exercise price and received 6,000 Class A voting common shares, then sold those 6,000 shares at $16.85 each the same day. Her reported beneficial ownership fell from 43,339 shares to 37,339 shares following the transactions. The filing also discloses outstanding derivative holdings: no remaining shares from the $7.50 option after exercise and 40,000 options outstanding with a $12.05 strike expiring 09/27/2031. Several restricted stock grants are described with staggered vesting schedules (grants that include 1,770; 1,644; 20,000; and 5,907 restricted shares with various vesting commencement dates).

Positive

• Transparent reporting: Form 4 discloses exercise and sale details including prices and resulting ownership.
• Ongoing incentive alignment: Executive retains long-dated options (40,000 at $12.05) and restricted stock grants that vest over time.

Negative

• Reduced direct ownership: Beneficial ownership decreased by 6,000 shares from 43,339 to 37,339 following the reported transactions.
• Immediate sale of exercised shares: The shares obtained from the $7.50 exercise were sold the same day, indicating insider liquidity rather than added long-term share accumulation.

Insights

Securities Analyst

TL;DR: Insider exercised 6,000 options at $7.50 and sold the shares at $16.85, reducing her direct stake to 37,339 shares.

The Form 4 shows routine option exercise and immediate sale (exercise-to-cover or sell-to-cover pattern) executed on 09/08/2025. The exercise converted 6,000 options into 6,000 Class A shares, which were sold the same day at $16.85, realizing a gross spread of $9.35 per share based on the reported prices. Post-transaction holdings decreased by 6,000 shares to 37,339. Material remaining equity exposure includes 40,000 options at a $12.05 strike expiring 09/27/2031 and several restricted stock grants with multi-year vesting schedules, which will deliver shares over time. For investors, this is a disclosure of insider liquidity and ongoing incentive alignment via long-dated options and restricted stock rather than a fundamental change in ownership control.

Corporate Governance Expert

TL;DR: Transaction appears compliant and accompanied by typical vesting schedules; no governance red flags in the filing.

The filing is signed by a power of attorney and documents both the derivative and non-derivative impacts of the 09/08/2025 transactions. Vesting schedules for several restricted stock grants are disclosed with start dates and one-third-per-year vesting mechanics, indicating standard executive compensation design. The immediate sale of shares acquired on exercise is disclosed transparently. There are no disclosures of forfeiture, transfers to affiliates, or unusual related-party arrangements in the form. This record is consistent with standard equity compensation and liquidity actions by an officer.

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^*

GUERRA-KATTOU MARTHA

(Last) (First) (Middle)

C/O USCB FINANCIAL HOLDINGS, INC.

2301 N.W. 87TH AVENUE

(Street)

DORAL FL 33172

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
USCB FINANCIAL HOLDINGS, INC. [ USCB ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Sales and Marketing

3. Date of Earliest Transaction (Month/Day/Year)
09/08/2025

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
Class A Voting Common Stock	09/08/2025		M		6,000	A	$7.5	43,339(1)	D
Class A Voting Common Stock	09/08/2025		S		6,000	D	$16.85	37,339(1)	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
Options to Purchase Class A Voting Stock	$7.5	09/08/2025		M			6,000	01/12/2017(2)	01/12/2026	Class A Voting Common Stock	6,000	$0	0	D
Options to Purchase Class A Voting Stock	$12.05							09/27/2022(3)	09/27/2031	Class A Voting Common Stock	40,000		40,000	D

Explanation of Responses:

1. Includes 1,770 shares of restricted stock of a grant of 2,655 shares which commenced vesting at a rate of one-third per year on January 22, 2025, 1,644 shares of restricted stock of a grant of 4,933 shares which commenced vesting at a rate of one-third per year on March 8, 2024, 20,000 of restricted stock which vest at a rate of one-third per year commencing on October 28, 2025 and 5,907 shares of restricted stock which vest at a rate of one-third per year commencing on January 21, 2026.

2. The options vested at a rate of one-third per year commencing on January 12, 2017.

3. The options vested at a rate of one-third per year commencing on January 22, 2022.

	/s/ Robert Anderson by P.O.A. for Martha Guerra-Kattou	09/09/2025
	** 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).
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FAQ

What did Martha Guerra-Kattou report on Form 4 for USCB (USCB)?

She reported exercising 6,000 options at a $7.50 exercise price and selling 6,000 Class A shares at $16.85 on 09/08/2025, reducing her holdings to 37,339 shares.

How many stock options does the reporting person still hold?

The filing shows 40,000 options outstanding with a $12.05 strike price expiring on 09/27/2031.

Did the filing disclose restricted stock grants and vesting schedules?

Yes. The filing discloses restricted stock components totaling multiple grants including 1,770; 1,644; 20,000; and 5,907 shares with staggered one-third-per-year vesting commencement dates.

What were the prices for the exercised and sold shares?

Options were exercised at $7.50 per share and the resulting shares were sold at $16.85 per share on 09/08/2025.

How did the transactions affect beneficial ownership?

Beneficial ownership declined from 43,339 to 37,339 shares after the reported exercise and sale.