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Bankwell Financial (NASDAQ: BWFG) director adds BWFG shares via open-market buy

Filing Impact
(Neutral)
Filing Sentiment
(Positive)
Form Type
4

Rhea-AI Filing Summary

Bankwell Financial Group, Inc. director Carl M. Porto reported an open-market purchase of company stock. On June 5, 2026, he bought 370 shares of Bankwell Financial Group common stock at $53.70 per share through a Deferred Compensation Plan, bringing that plan’s holdings to 22,070 shares.

He also reports various direct and indirect restricted stock positions. Footnotes describe grants of 1,600 shares on December 31, 2022, 1,600 shares on December 29, 2023, 1,800 shares on February 7, 2025, and 1,455 shares on February 9, 2026 under company stock plans, with portions of these awards already vested as of the filing date.

Positive

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Negative

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Insider Porto Carl M
Role null
Bought 370 shs ($20K)
Type Security Shares Price Value
Purchase Common Stock 370 $53.70 $20K
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 22,070 shares (Indirect, Deferred Compensation Plan); Common Stock — 400 shares (Direct, null)
Footnotes (1)
  1. 1,600 shares of restricted stock granted on December 31, 2022, pursuant to the 2012 Bankwell Financial Group, Inc. Stock Plan and will vest in four equal annual installments of 25%, with the first installment vested on January 2, 2024 and an additional 25% to vest on each annual anniversary of the vesting date thereafter. As of the filing date, 1,200 shares have vested. 1,600 shares of restricted stock granted on December 29, 2023, pursuant to the 2022 Bankwell Financial Group, Inc. Stock Plan with 533 vested on February 7, 2025, 533 will vest on February 7, 2026 and 534 will vest on February 7, 2027. As of the filing date, 1,066 shares have vested. 1,800 shares of restricted stock granted on February 7, 2025, pursuant to the 2022 Bankwell Financial Group, Inc. Stock Plan with 600 to vest on February 7, 2026. 600 will vest on February 7, 2027 and 600 will vest on February 7, 2028. As of the filing date, 600 shares have vested. 1,455 shares of restricted stock granted on February 9, 2026, pursuant to the 2022 Bankwell Financial Group, Inc. Stock Plan with 485 to vest on February 7, 2027. 485 will vest on February 7, 2028 and 485 will vest on February 7, 2029.
Open-market purchase 370 shares Common Stock on June 5, 2026
Purchase price $53.70 per share Common Stock bought June 5, 2026
Deferred Compensation Plan holdings 22,070 shares Indirect ownership after June 5, 2026 purchase
2022 restricted stock grant 1,600 shares Granted December 31, 2022; 1,200 vested as of filing
Vested from 2022 grant 1,200 shares Restricted stock vested as of filing date
2023 restricted stock grant 1,600 shares Granted December 29, 2023; 1,066 vested as of filing
2025 restricted stock grant 1,800 shares Granted February 7, 2025; 600 vested as of filing
2026 restricted stock grant 1,455 shares Granted February 9, 2026 under 2022 Stock Plan
Deferred Compensation Plan financial
"nature_of_ownership: "Deferred Compensation Plan" for the 370-share purchase"
A deferred compensation plan is an arrangement where an employer agrees to pay part of an employee’s pay or bonus at a later date instead of immediately, often to reduce current tax bills or to tie rewards to long-term performance. For investors it matters because these promises create future cash obligations and influence executive incentives and retention; they can affect a company’s reported liabilities, cash flow planning and the risk profile if the business faces financial trouble.
Law Firm Pension Plan financial
"nature_of_ownership: "Law Firm Pension Plan" on an indirect holding line"
restricted stock financial
"“1,600 shares of restricted stock granted on December 31, 2022”"
Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.
Stock Plan financial
""pursuant to the 2012 Bankwell Financial Group, Inc. Stock Plan""
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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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*
Porto Carl M

(Last)(First)(Middle)
C/O BANKWELL FINANCIAL GROUP, INC.
258 ELM STREET

(Street)
NEW CANAAN CONNECTICUT 06840

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Bankwell Financial Group, Inc. [ BWFG ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/05/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock06/05/2026P370A$53.722,070IDeferred Compensation Plan
Common Stock400D(1)
Common Stock534D(2)
Common Stock1,200D(3)
Common Stock1,455D(4)
Common Stock4,303ILaw Firm Pension Plan
Common Stock22,398D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. 1,600 shares of restricted stock granted on December 31, 2022, pursuant to the 2012 Bankwell Financial Group, Inc. Stock Plan and will vest in four equal annual installments of 25%, with the first installment vested on January 2, 2024 and an additional 25% to vest on each annual anniversary of the vesting date thereafter. As of the filing date, 1,200 shares have vested.
2. 1,600 shares of restricted stock granted on December 29, 2023, pursuant to the 2022 Bankwell Financial Group, Inc. Stock Plan with 533 vested on February 7, 2025, 533 will vest on February 7, 2026 and 534 will vest on February 7, 2027. As of the filing date, 1,066 shares have vested.
3. 1,800 shares of restricted stock granted on February 7, 2025, pursuant to the 2022 Bankwell Financial Group, Inc. Stock Plan with 600 to vest on February 7, 2026. 600 will vest on February 7, 2027 and 600 will vest on February 7, 2028. As of the filing date, 600 shares have vested.
4. 1,455 shares of restricted stock granted on February 9, 2026, pursuant to the 2022 Bankwell Financial Group, Inc. Stock Plan with 485 to vest on February 7, 2027. 485 will vest on February 7, 2028 and 485 will vest on February 7, 2029.
Remarks:
/s/ Angelo G. Fusaro, Attorney-in-Fact for Carl M. Porto06/09/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Carl M. Porto report for Bankwell Financial Group (BWFG)?

Carl M. Porto reported buying 370 shares of Bankwell Financial Group common stock. The purchase occurred on June 5, 2026 through a Deferred Compensation Plan and is recorded as an open-market or private transaction, indicating an increase in his indirect economic exposure to BWFG shares.

At what price did Carl M. Porto buy BWFG shares and through what account?

He bought 370 BWFG common shares at $53.70 per share. The transaction was executed through a Deferred Compensation Plan, which is listed as an indirect ownership account, and that plan’s holdings increased to 22,070 shares following this purchase, according to the filing details.

How many BWFG shares does the Deferred Compensation Plan hold after the reported trade?

After the June 5, 2026 purchase, the Deferred Compensation Plan holds 22,070 BWFG common shares. This total reflects the addition of 370 newly purchased shares to the plan’s prior balance, as shown by the “total shares following transaction” figure associated with that indirect ownership entry.

What restricted stock grants does Carl M. Porto have in Bankwell Financial Group (BWFG)?

Footnotes show several restricted stock grants: 1,600 shares on December 31, 2022, 1,600 shares on December 29, 2023, 1,800 shares on February 7, 2025, and 1,455 shares on February 9, 2026. These awards were issued under Bankwell stock plans with multi-year vesting schedules.

How many restricted BWFG shares from Carl M. Porto’s grants have vested so far?

As of the filing date, 1,200 shares have vested from the 2022 grant, 1,066 shares from the 2023 grant, and 600 shares from the 2025 grant. The 2026 grant of 1,455 shares is scheduled to vest in three equal installments over future February vesting dates.

Does Carl M. Porto hold BWFG shares through any pension or benefit plans?

Yes, the filing shows indirect ownership of BWFG common stock through a Law Firm Pension Plan and a Deferred Compensation Plan. One holding line lists 4,303 shares following transaction for the Law Firm Pension Plan and another lists 22,070 shares following transaction for the Deferred Compensation Plan.