SEC Form 4
Washington, D.C. 20549


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 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*

(Last) (First) (Middle)


(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
President & CEO
3. Date of Earliest Transaction (Month/Day/Year)
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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)
Code V Amount (A) or (D) Price
Common Stock 6,252 I By 401(k) Plan
Common Stock 9,803 I By Spouse
Common Stock 11/14/2023 F 423(1) D $78.12 82,390 D
Common Stock 11/14/2023 M 77,205 A $48.85 159,595 D
Common Stock 11/14/2023 S 77,205 D $74.05(2) 82,390(3) D
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy) $48.85 11/14/2023 M 77,205 (4) 05/16/2027 Common Stock 77,205 $0 125,000 D
Explanation of Responses:
1. Shares withheld to satisfy tax obligation of vested restricted stock.
2. The price reported in column 4 is a weighted average price. These shares sold in multiple transactions at prices ranging from $74.05 to $74.18, inclusive. Mr. Daniels undertakes to provide to Nicolet Bankshares, Inc., any security holder of Nicolet Bankshares, Inc., or the staff of the Securities and Exchange Commission upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (2) to this Form 4.
3. Includes a total of 808 shares owned by Mr. Daniels in the Employee Stock Purchase Plan. Mr. Daniels has not acquired additional shares under the Employee Stock Purchase Plan since Mr. Daniels last Form 4 filing dated November 8, 2023.
4. The non-qualified stock option fully vested as of May 16, 2022, and is currently exercisable as to all remaining 125,000 shares.
On Mr. Daniels Form 4 filed November 8, 2023, it was noted that Mr. Daniels was effectuating certain actions as part of his estate planning process and may elect to exercise 100,000 fully vested non-qualified stock options through broker-assisted cashless exercises for these estate planning purposes. As of the date of this report, November 16, 2023, Mr. Daniels has completed his exercise of 100,000 fully vested non-qualified stock options for his estate planning purposes and has 125,000 remaining fully vested non-qualified stock options available from his original grant of 225,000 shares dated May 16, 2017.
/s/ H. Phillip Moore, Jr., as attorney-in-fact for Michael E. Daniels 11/16/2023
** Signature of Reporting Person Date
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.