Bank of Marin Bancorp CFO David Bonaccorso Updates ESOP and Direct Stock Holdings in July 2026 Filing

Overview of CFO David Bonaccorso’s Ownership at Bank of Marin

David Bonaccorso, serving as Executive Vice President and Chief Financial Officer at Bank of Marin Bancorp, disclosed his beneficial ownership through both direct stock holdings and indirect ESOP participation. This dual ownership structure is typical among senior financial executives at regional banks, reflecting standard compensation and benefit practices within the financial services industry.

Filed on July 28, 2026, the report covers ownership changes starting December 31, 2024. It tracks Bonaccorso’s ESOP allocations and dividend reinvestment activities during 2024, 2025, and 2026. Such disclosures provide investors and market participants with insight into insider stakes, highlighting management’s alignment with shareholder interests.

Direct Common Stock Holdings by CFO Bonaccorso

The filing states Bonaccorso directly owns 17,764 shares of Bank of Marin Bancorp common stock. These shares are held in his name without intermediaries, representing his personal investment in the company. Direct ownership by executives often signals confidence in the company’s future and strategy.

The filing does not specify acquisition dates, prices, or circumstances for these shares. These holdings are subject to securities regulations, including trading windows, blackout periods, and Rule 10b5-1 plans applicable to insiders.

ESOP Allocations and Indirect Ownership Details

Bonaccorso holds 1,622.41 shares indirectly through the Bank of Marin Bancorp ESOP, a qualified retirement plan enabling employees to accumulate company stock via employer contributions and investment growth. This share total includes allocations for 2024 and 2025.

The filing clarifies that the ESOP shares reflect allocations posted on December 31, 2024, and December 31, 2025, plus dividend reinvestments during 2025 and 2026. This illustrates how ESOP accounts grow over time through employer contributions and reinvested dividends. Specific valuation details are not disclosed.

Understanding Indirect Ownership via ESOP

ESOP shares represent indirect beneficial ownership, as Bonaccorso holds beneficial interest through the plan trust rather than legal title. ESOPs are tax-qualified trusts holding company stock for employees’ benefit, with voting and dividend rights managed by the trustee and company committees per plan rules and law.

Indirect ESOP ownership provides tax benefits to both employees and the company. The filing distinctly identifies Bonaccorso’s indirect holdings as "ESOP," differentiating them from other indirect ownership forms like family trusts or partnerships.

Timing of ESOP Allocations and Dividend Reinvestment

The filing details ESOP allocations posted to Bonaccorso’s account on December 31, 2024, and December 31, 2025, consistent with typical year-end benefit funding schedules. These allocations represent employer contributions under the ESOP’s formula, though exact amounts are undisclosed.

Additionally, dividend reinvestment during 2025 and 2026 increased Bonaccorso’s ESOP share count. Dividends paid on ESOP holdings are automatically reinvested to purchase more company stock, compounding account growth and contributing to the reported 1,622.41 shares.

Officer Status and Section 16 Reporting Compliance

Bonaccorso is confirmed as an officer of Bank of Marin Bancorp, subject to Section 16 reporting under the Securities Exchange Act of 1934. As EVP and CFO, he must report beneficial ownership changes within two business days. This filing serves as his Form 4, documenting ownership and transactions during the period.

Section 16 officers are also governed by the short-swing profit rule, preventing profits from stock trades within six months. The filing shows no derivative securities holdings, indicating Bonaccorso’s ownership consists solely of common stock via direct purchase and ESOP allocations.

Total Beneficial Ownership Summary

Combined, Bonaccorso’s direct and indirect holdings total approximately 19,386.41 shares of Bank of Marin Bancorp common stock. This aggregate represents his cumulative economic interest through personal investment and employee retirement benefits. The filing does not disclose what percentage this represents of total outstanding shares.

Investors may interpret this ownership level as a sign of management’s financial alignment with shareholders. Executives holding significant stakes are often seen as motivated to enhance shareholder value, though ownership should be assessed alongside compensation and equity awards.

Filing Signature and Legal Authority

The disclosure was signed on July 28, 2026, by Krissy Meyer, attorney-in-fact for Bonaccorso. An attorney-in-fact is authorized to execute filings on behalf of the principal, a common practice in securities compliance. Meyer’s signature carries the same legal effect as Bonaccorso’s direct signature.

The filing includes SEC warnings that intentional misstatements or omissions violate federal law under 18 U.S.C. § 1001 and 15 U.S.C. § 78ff(a), emphasizing the importance of accuracy in insider ownership disclosures.

Investor Insights on Insider Ownership Filings

Investors tracking Bank of Marin Bancorp should consider insider ownership filings as part of due diligence on management and governance. Patterns of insider holdings over time can reveal management confidence, retention, and compensation structures. Filing a Form 4 by a senior financial officer is standard compliance and does not inherently indicate positive or negative company developments.

The filing’s immediate impact on share price was unclear. Insider ownership disclosures typically provide historical data and do not alone trigger significant stock movements. Investors are advised to consult financial advisors and analyze company fundamentals, competitive position, and strategy when making investment decisions.