Cullman Bancorp : 4 – Statement of Changes in Beneficial Ownership of Securities – November 16, 2023

FORM 4

• 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.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION	OMB APPROVAL
OMB Number: 3235-0287
Washington, D.C. 20549
	Expires: December 31, 2024
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP	Estimate average burden
hours per response ............0.5

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility

Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person*

2. Issuer Name and Ticker or Trading Symbol

5.

Relationship of Reporting Person(s) to Issuer:

Riley, III

John

A.

Cullman Bancorp, Inc. ("CULL")

(Check all applicable)

X

Director

10% Owner

X

Officer (give

_____

Other (Specify

(Last)

(First)

(Middle)

3. Date of Earliest

4.

If Amendment,

title below)

below)

Transaction Required to

Date Original Filed

316 Second Avenue, S.W.

President and CEO

be Reported

(Month/Day/Year)

(Street)

(Month/Day/Year)

6.

Individual or Joint/Group Filing (Check Applicable Line)

November 16, 2023

x Form filed by One Reporting Person

Cullman

Alabama

35055

__

Form filed by More than One Reporting Person

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1. Title of Security

2.A

3. Trans-

4. Securities Acquired (A)

5. Amount of

6. Owner-

7. Nature of

(Instr. 3)

2. Trans-

Deemed

action

or Disposed of (D)

Securities

ship

Indirect

action

Execution

Code

(Instr. 3, 4 and 5)

Beneficially

Form:

Beneficial

Date

Date, if

(Instr. 8)

Owned

Direct

Ownership

any

Following

(D) or

Reported

Indirect

(Month/

(Month/

(A)

Transaction(s)

(I)

Day/

Day/

or

Year)

Year)

Code

V

Amount

(D)

Price

(Instr. 3 and 4)

(Instr. 4)

(Instr. 4)

Common Stock

11/16/23

P

6,980

A

$10.27

233,811(1)(2)

D

Common Stock

3,693

I

As Cust for

Son

Common Stock

3,380

I

As Cust for

Daughter 1

Common Stock

25,000

I

By IRA

Common Stock

25,000

I

By Spouse

Common Stock

155,752(5)

I

By ESOP

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).

Potential persons who are to respond to the collection of

(Over)

information contained in this form are not required to respond

SEC 1474 (01-05)

unless the form displays a currently valid OMB-control number.

{Clients/1379/00438647.DOCX/ }

FORM 4 (continued)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned

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

1. Title of Derivative Security

2. Conver-

3. Trans-

3A.

4. Trans-

5. Number of

6. Date Exer-

7. Title and Amount of

8. Price

9. Num-

10. Own-

11. Na-

(Instr. 3)

sion or

action

Deemed

action

Derivative

cisable and

Underlying Securities

of

ber of

ership

ture of

Exercise

Date

Execution

Code

Securities

Expiration Date

(Instr. 3 and 4)

Derivati

Derivative

Form of

Indivi-

Price of

Date, if

(Instr. 8)

Acquired (A) or

(Month/Day/

ve

Securities

Deriva-

dual

Deri

(Month/

any

Disposed of (D)

Year)

Security

Beneficial

tive Secu-

Benefi-

vative

Day/

(Instr. 3,

4, and

(Instr. 5)

ly Owed

rity: Dire-

cial

Security

Year)

(Month/

5)

Following

ctor (D)

Owner-

Day/

Reported

or Indirect

ship

Year)

Transactio

(I) (Instr.

(Instr. 4)

n(s) (Instr.

4)

Date

Expira-

Title

Amount

4)

Exer-

tion

or number

cisable

Date

of Shares

Code

V

(A)

(D)

Stock Option

$10.54

06/20/24

06/20/33

Common

110,812(3)

110,812(3)

D

Stock

Stock Option

$9.856

8/18/21

8/18/30

Common

85,227 (4)

85,227 (4)

D

Stock

Explanation of Responses:

1. Includes shares of restricted stock which vest at a rate of 20% per year commencing on August 18, 2021.
2. Includes shares of restricted stock which vest at a rate of 20% per year commencing on August 18, 2024.
3. Stock options vest at a rate of 20% per year commencing on June 20, 2024.
4. Stock options vest at a rate of 20% per year commencing on August 18, 2021.
5. Reflects transactions not required to be reported pursuant to Section 16 of the Securities Act of 1934, as amended.

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations.	** Signature of Reporting Person		Date
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.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

{Clients/1379/00438647.DOCX/ }