Finwise Bancorp 10-K

Item 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Market Information The Company’s common stock has been publicly traded since November 19, 2021 and is currently traded on the Nasdaq Global Market under the Symbol “FINW.” Holders There were approximately 167 shareholders of record of the Company’s common stock as of December 31, 2021. This number does not reflect the number of persons or entities holding stock in nominee name through banks, brokerage firms or other nominees. Dividends Holders of our common stock are only entitled to receive dividends when, as and if declared by our board of directors out of funds legally available for dividends. We have not paid any cash dividends on our common stock since inception, and we currently have no plans to pay dividends for the foreseeable future. 48 Index Because we are a bank holding company and do not engage directly in business activities of a material nature, our ability to pay dividends to our shareholders depends, in large part, upon our receipt of dividends from the Bank, which is also subject to numerous limitations on the payment of dividends under Utah and federal banking laws, regulations and policies. See “Item 1. Business-Supervision and Regulation-Regulatory Restrictions on Dividends.” Our ability to pay dividends to our shareholders in the future will depend on regulatory restrictions, our liquidity and capital requirements, our earnings and financial condition, the general economic climate, contractual restrictions, our ability to service any equity or debt obligations senior to our common stock and other factors deemed relevant by our board of directors. Recent Sales of Unregistered Securities and Issuer Repurchases of Common Stock There were no unregistered sales of the Company’s stock during the fourth quarter of 2021. The Company did not repurchase any of its shares during the fourth quarter of 2021 and does not have any authorized share repurchase programs. Equity Compensation Plan Information The following table provides information as of December 31, 2021, with respect to options outstanding and shares available for future awards under the Company’s active equity incentive plans. Plan Category Number of Securities to be Issued Upon Exercise of Outstanding Options, Warrants and Rights Weighted-Average Exercise Price of Outstanding Options, Warrants and Rights Number of Securities Remaining Available for Future Issuance under Equity Compensation Plans (excluding securities reflected in the first column) Equity compensation plans approved by security holders: FinWise Bancorp 2016 Stock Option Plan 134,100 $ 2.84 24,612 FinWise Bancorp 2019 Stock Option Plan 459,474 4.19 296,226 Equity compensation plans not approved by security holders (1) 268,914 5.57 0 Total 862,488 320,838 (1) Reflects (a) a grant to Kent Landvatter of 40,914 non-qualified stock options, (b) a grant to Javvis Jacobson of 60,000 non-qualified stock options, (c) a grant to James Noone of 60,000 non-qualified stock options, (d) grants to Russell F. Healey, Jr. of an aggregate of 18,000 non-qualified stock options, (e) grants to Howard Reynolds of an aggregate of 18,000 non-qualified stock options, (f) grants to Gerald E. Cunningham of an aggregate of 18,000 non-qualified stock options, (g) grants to Thomas E. Gibson of an aggregate of 18,000 non-qualified stock options, (h) grants to James N. Giordano of an aggregate of 18,000 non-qualified stock options, (i) grants to Jeana Hutchings of an aggregate of 9,000 non-qualified stock options and (j) grants to Lisa Ann Nievaard of an aggregate of 9,000 non-qualified stock options. Use of Proceeds On November 23, 2021, we completed our IPO of 4,025,000 shares of our common stock at an IPO price of $10.50 per share, including 525,000 shares pursuant to the exercise of the underwriters’ option to purchase additional shares of our common stock. We raised approximately $42.3 million in gross proceeds and $35.6 million in net proceeds after deducting underwriting discounts and commissions and certain estimated offering expenses payable by us. Piper Sandler & Co. and Stephens Inc. acted as joint bookrunning managers for the IPO. None of the expenses associated with the IPO were paid to directors, officers, affiliates, persons owning 10% or more of any class of equity securities, or their associates. The shares issued and sold in our IPO were registered under the Securities Act pursuant to a Registration Statement on Form S-1 (File No. 333-257929) (the “Registration Statement”), which was declared effective by the SEC on November 18, 2021. We have used the proceeds from our IPO as disclosed in our final prospectus dated as of November 18, 2021 and filed with the SEC pursuant to Rule 424(b)(4) on November 19, 2021, and there has been no material change in the planned use of proceeds. No proceeds currently remain from the IPO. Item 6. [RESERVED] 49 Index