Statement of Changes in Beneficial Ownership (4)
January 14 2022 - 12:34PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5
obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL
OWNERSHIP OF SECURITIES
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OMB Number: 3235-0287
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Filed pursuant to Section 16(a) of the
Securities Exchange Act of 1934 or Section 30(h) of the Investment
Company Act of 1940
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|
1. Name
and Address of Reporting Person *
Gruseke Christopher R |
2. Issuer Name and Ticker or Trading
Symbol Bankwell Financial Group, Inc. [ BWFG ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)_____
Director _____
10% Owner
__X__ Officer (give title
below) _____ Other
(specify below)
President & CEO |
(Last)
(First)
(Middle)
C/O BANKWELL FINANCIAL GROUP, INC., 258 ELM STREET |
3. Date of Earliest Transaction (MM/DD/YYYY)
1/13/2022
|
(Street)
NEW CANAAN, CT 06840
(City)
(State)
(Zip)
|
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
|
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. Trans. Date |
2A. Deemed Execution Date, if any |
3. Trans. 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 |
1/13/2022 |
|
A |
|
12333 |
A |
$0 |
12333 |
D (1) |
|
Common Stock |
|
|
|
|
|
|
|
7160 |
D (2) |
|
Common Stock |
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|
|
|
|
|
|
12800 |
D (3) |
|
Common Stock |
|
|
|
|
|
|
|
1250 |
D (4) |
|
Common Stock |
|
|
|
|
|
|
|
1250 |
D (5) |
|
Common Stock |
|
|
|
|
|
|
|
10000 |
I |
IRA |
Common Stock |
|
|
|
|
|
|
|
135599 |
D (6) |
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Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible
securities)
|
1. Title of Derivate Security
(Instr. 3) |
2. Conversion or Exercise Price of Derivative
Security |
3. Trans. Date |
3A. Deemed Execution Date, if any |
4. Trans. 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 |
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 of Derivative Security: 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) |
12,333 shares of Bankwell
Financial Group, Inc. stock granted pursuant to the 2012 Bankwell
Financial Group, Inc. Stock Plan. 6,167 of those shares are
restricted stock that will vest in three substantially equalannual
installments, with the first installment to vest on February 7,
2023 and the second and third installments to vest on each annual
anniversary of the vesting date thereafter. 6,166 of those shares
are performance restricted stock and may vest when and if the
performance goal is achieved. |
(2) |
10,742 shares of Bankwell
Financial Group, Inc. stock granted pursuant to the 2012 Bankwell
Financial Group, Inc. Stock Plan. 5,371 of those shares are
restricted stock that will vest in three substantially equal annual
installments, with the first installment to vest on January 2, 2022
and the second and third installments to vest on each annual
anniversary of the vesting date thereafter. 5,371 of those shares
are performance restricted stock and may vest when and if the
performance goal is achieved. As of the transaction date, 3,582
shares have vested. An additional 716 performance based shares were
granted and vested on January 2, 2022 as a result of meeting
performance metrics. |
(3) |
32,000 shares of Bankwell
Financial Group, Inc. stock granted pursuant to the 2012 Bankwell
Financial Group, Inc. Stock Plan. 16,000 of those shares are
restricted stock that will vest as follows: 40% on December 15,
2020, 20% on December 15, 2021, 20% on December 15, 2022 and 20% on
December 15, 2023. 16,000 of those shares are performance
restricted stock subject to the same vesting schedule above if
performance goals are met. As of the transaction date, 19,200
shares have vested. An additional 1,280 performance based shares
were granted and vested on December 15, 2021 as a result of meeting
performance metrics. |
(4) |
3,750 shares of Bankwell
Financial Group, Inc. stock granted pursuant to the 2012 Bankwell
Financial Group, Inc. Stock Plan. The shares are restricted stock
that will vest in three substantially equal annual installments,
with the first installment to vest on February 7, 2020 and the
second and third installments to vest on each annual anniversary of
the vesting date thereafter. As of the transaction date, 2,500
shares have vested. |
(5) |
3,750 shares of Bankwell
Financial Group, Inc. stock granted pursuant to the 2012 Bankwell
Financial Group, Inc. Stock Plan. The shares are performance
restricted stock and may vest when and if the performance goal is
achieved. As of the transaction date, 2,500 shares have
vested. |
(6) |
71,795 shares reported are
owned jointly with spouse. |
Reporting
Owners
|
Reporting Owner Name / Address |
Relationships
|
Director |
10% Owner |
Officer |
Other |
Gruseke Christopher R
C/O BANKWELL FINANCIAL GROUP, INC.
258 ELM STREET
NEW CANAAN, CT 06840 |
|
|
President & CEO |
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Signatures
|
/s/ Penko Ivanov, Attorney-in-Fact for
Christopher R. Gruseke |
|
1/14/2022 |
**Signature of
Reporting Person |
Date |
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