Randy L. Newman - 27 Feb 2024 Form 4 Insider Report for ALERUS FINANCIAL CORP (ALRS)

Role
Director
Signature
/s/ Nicholas Brenckman, by power of attorney
Issuer symbol
ALRS
Transactions as of
27 Feb 2024
Net transactions value
$0
Form type
4
Filing time
29 Feb 2024, 16:08:07 UTC
Previous filing
15 May 2023
Next filing
23 May 2024
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction ALRS Common stock Options Exercise $0 +13,251 +6.9% $0.000000 205,572 27 Feb 2024 Direct F1, F2, F3, F4
holding ALRS Common stock 156,705 27 Feb 2024 By trust F5
holding ALRS Common stock 339,765 27 Feb 2024 By trust F6
holding ALRS Common stock 2,000 27 Feb 2024 By spouse
holding ALRS Common stock 94,656 27 Feb 2024 By the Alerus Financial Corporation Employee Stock Ownership Plan F7

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction ALRS Restricted Stock Units Options Exercise $0 -13,251 -100% $0.000000* 0 27 Feb 2024 Common Stock 13,251 Direct F1, F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On February 17, 2021, Mr. Newman was granted 8,834 performance-based restricted stock units, vesting no later than March 15, 2024, so long as Alerus Financial Corporation meets certain cumulative net income goals.The payout could be increased to 150% of target or reduced to 0% based on achievement of the applicable metrics. The Alerus Financial Corporation Compensation Committee certified the payout at 150% and the performance-based restricted stock units vested on February 27, 2024.
F2 Restricted stock units convert into common stock on a one-for-one basis.
F3 Total holdings have been adjusted to reflect an inadvertent error in prior Forms 4.
F4 Includes 1,814 shares held jointly with Mr. Newman's spouse.
F5 Reflects a correction in form of ownership of 156,705 shares from direct to indirect through the Anita D. Newman Revocable Living Trust under agreement dated August 27, 2015, which was inadvertently incorrectly disclosed on previous filings. Mr. Newman's sposue is the trustee of this trust.
F6 Reflects change in form of ownership on October 1, 2021 of 339,765 shares from direct to indirect through transfer of shares to the Anita D. Newman 2021 GST Trust. Mr. Newman is a beneficiary and a trustee of this trust, and possesses sole voting and investment power with respect to these shares.
F7 Reflects ESOP allocations that have occurred since the date of the reporting person's last ownership report.

Remarks:

Exhibit 24 - Power of Attorney