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Western New England Bancorp Insider Sale: Direct, ESOP, IRA Holdings Detailed

Filing Impact
(Low)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Western New England Bancorp insider sale and holdings summary. On 09/03/2025 SVP and Chief Information Officer Darlene M. Libiszewski reported selling 3,600 shares of the issuer's common stock at $12.39 per share. After the sale she directly beneficially owns 16,044 shares. She also reports 8,440 shares held indirectly by an ESOP and 10,761 shares held indirectly in an IRA. The filing notes 7,041 unvested restricted shares awarded under the companys Long-Term Equity Incentive Plan, scheduled to vest in three tranches on 12/31/25, 12/31/26 and 12/31/27. The Form 4 was signed by an attorney-in-fact on 09/05/2025.

Positive

  • Disclosure of restricted share vesting schedule (7,041 unvested shares with specific vesting dates) provides clarity on future alignment
  • Clear breakdown of direct and indirect holdings including ESOP (8,440) and IRA (10,761), improving transparency

Negative

  • Insider sale of 3,600 shares at $12.39 reduces direct beneficial ownership, which investors may view as a negative signal
  • No information on reason for sale is provided in the form, limiting context for the transaction

Insights

TL;DR: Insider sold a modest number of shares, leaving meaningful direct and indirect holdings plus scheduled restricted share vesting.

The sale of 3,600 shares at $12.39 appears routine rather than a material disposition given the remaining direct ownership of 16,044 shares and substantial indirect holdings (8,440 via ESOP and 10,761 via IRA). The disclosed 7,041 unvested restricted shares provide a clear schedule of future potential dilution or alignment incentives: 3,428 vesting 12/31/2025, 2,416 vesting 12/31/2026, and 1,197 vesting 12/31/2027. No derivative positions or other transactions are reported. The data provide transparency on insider exposure and compensation timing.

TL;DR: Filing complies with Section 16 disclosure and details compensation-related restricted shares.

The Form 4 properly identifies the reporting persons role as SVP and Chief Information Officer and specifies both direct and indirect beneficial ownership categories, including ESOP and IRA holdings. The inclusion of the restricted share vesting schedule clarifies incentive alignment over the next three years. The transaction was executed and reported promptly with attorney-in-fact signature, indicating procedural compliance. No governance red flags such as unexplained transfers or complex derivatives are present in this filing.

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*
Libiszewski Darlene M

(Last) (First) (Middle)
C/O WESTERN NEW ENGLAND BANCORP, INC.
141 ELM STREET

(Street)
WESTFIELD MA 01085

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Western New England Bancorp, Inc. [ WNEB ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
SVP, Chief Information Officer
3. Date of Earliest Transaction (Month/Day/Year)
09/03/2025
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 09/03/2025 S 3,600 D $12.39 16,044(1) D
Common Stock 8,440 I By ESOP
Common Stock 10,761 I by IRA
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. Includes 7,041 unvested restricted shares awarded through the Company's Long-Term Equity Incentive Plan. Shares are scheduled to vest as follows: 3,428 shares on 12/31/25, 2,416 shares on 12/31/26 and 1,197 shares on 12/31/27.
/s/ John E. Bonini, Attorney-in-Fact 09/05/2025
** 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 did WNEB insider Darlene M. Libiszewski do on 09/03/2025?

She sold 3,600 shares of Western New England Bancorp common stock at $12.39 per share as reported on the Form 4.

How many WNEB shares does the reporting person beneficially own after the transaction?

Following the sale she directly beneficially owns 16,044 shares and indirectly holds 8,440 shares (ESOP) and 10,761 shares (IRA).

Are there unvested restricted shares reported for WNEB insider?

Yes. The filing discloses 7,041 unvested restricted shares scheduled to vest: 3,428 on 12/31/2025, 2,416 on 12/31/2026, and 1,197 on 12/31/2027.

Was the Form 4 signed and when was it filed?

The Form 4 shows an attorney-in-fact signature (/s/ John E. Bonini) dated 09/05/2025 for the reported transaction.

Does this Form 4 report any derivative transactions or option exercises for WNEB?

No. Table II for derivative securities contains no reported transactions or holdings in this Form 4.
Western New Eng Bancorp Inc

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262.71M
17.85M
12.04%
64.07%
2.51%
Banks - Regional
Savings Institution, Federally Chartered
Link
United States
WESTFIELD