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[Form 4] Waterstone Financial, Inc. Insider Trading Activity

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

Rhea-AI Filing Summary

Michael L. Hansen, a director of Waterstone Financial, Inc. (WSBF), reported several sales of the issuer's common stock in August 2025. On 08/12/2025 he sold 35,290 shares at a weighted average price of $13.9193, leaving 111,068 shares held indirectly by a trust. On 08/13/2025 he sold 109,527 shares at a weighted average price of $14.0469, leaving 1,541 shares held indirectly by a trust. The filing also lists an additional disposition of 79,872 shares. The footnotes state the reported prices are weighted averages across multiple trades within specified ranges.

Positive

  • None.

Negative

  • Large insider dispositions: Sales reported of 35,290, 109,527, and 79,872 shares, indicating notable insider selling activity.
  • Reduction in indirect holdings: Reported indirect shares held by a trust fall to 111,068 and 1,541 following the two dated sales.
  • Limited context provided: The filing does not state whether sales were under a 10b5-1 plan or provide reasons for the dispositions.

Insights

TL;DR: Significant insider sales were reported across consecutive days, materially reducing indirect holdings reported by the director.

The filing documents substantial dispositions by a director of Waterstone Financial totaling reported blocks of 35,290, 109,527, and 79,872 shares, with weighted average prices disclosed for the first two transactions. These sales reduced the amount listed as indirectly held by a trust to 111,068 and 1,541 shares after the respective trades. For investors, the magnitude and timing of consecutive large sales from an insider are notable; however, the filing contains no explanation for the sales and does not indicate any derivative transactions or changes in control. The disclosure is compliant with Section 16 reporting requirements and includes footnotes about price ranges for the reported weighted averages.

TL;DR: Director filed timely Section 16 transactions showing multiple sales; governance implications depend on context not provided in the filing.

The Form 4 shows a director-level reporting person executing multiple open-market sales over two days with weighted average prices disclosed and an additional disposition reported. The form identifies the holdings as indirect through a trust and includes the required explanatory footnotes about price ranges. From a governance standpoint, these are routine Section 16 disclosures; the filing itself does not state whether the sales were pursuant to a Rule 10b5-1 plan or for personal reasons, so material governance interpretation cannot be drawn solely from this document.

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*
Hansen Michael L

(Last) (First) (Middle)
11200 WEST PLANK CT.

(Street)
WAUWATOSA WI 53226

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Waterstone Financial, Inc. [ WSBF ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
08/12/2025
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 08/12/2025 S 35,290 D $13.9193(1) 111,068 I By Trust
Common Stock 08/13/2025 S 109,527 D $14.0469(2) 1,541 I By Trust
Common Stock 79,872 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
Explanation of Responses:
1. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $13.80 to $14.11, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (1) to this Form 4.
2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $13.81 to $14.40, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (2) to this Form 4.
/s/ William F. Bruss, Attorney-in-fact 08/14/2025
** 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 insider transactions did Michael L. Hansen file for WSBF?

The Form 4 reports sales of 35,290 shares on 08/12/2025 at a weighted average price of $13.9193, sales of 109,527 shares on 08/13/2025 at a weighted average price of $14.0469, and an additional disposition of 79,872 shares.

How many shares did the reporting person hold after the transactions?

The filing shows indirect beneficial ownership of 111,068 shares after the 08/12/2025 sale and 1,541 shares after the 08/13/2025 sale, as reported on the Form 4.

Were the sale prices exact or averaged?

The prices reported for the 08/12 and 08/13 transactions are weighted average prices. Footnote (1) states 08/12 trades ranged from $13.80 to $14.11; footnote (2) states 08/13 trades ranged from $13.81 to $14.40.

Does the Form 4 indicate these sales were executed under a 10b5-1 plan?

The filing does not state that the transactions were executed pursuant to a Rule 10b5-1 trading plan; no such designation appears in the provided content.

Who signed the Form 4 and when?

The form is signed by William F. Bruss, Attorney-in-fact on behalf of the reporting person on 08/14/2025.
Waterstone Finl Inc Md

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287.93M
14.84M
19.68%
50.64%
0.53%
Banks - Regional
Savings Institution, Federally Chartered
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United States
WAUWATOSA