Commerce Bancshares (CBSH) SVP exercises rights and disposes shares in Form 4

Rhea-AI Filing Summary

Commerce Bancshares Senior Vice President Paula S. Petersen exercised stock appreciation rights on February 11, 2026, converting rights into 1,957 shares of common stock at an exercise price of $26.957 per share.

To cover obligations tied to this exercise, 299 shares of common stock were disposed of as a tax-withholding transaction at $54.8 per share, and an additional 963 shares were disposed of to the issuer at the same price.

After these transactions, Petersen directly held 43,987 shares of Commerce Bancshares common stock and indirectly held 4,932 shares through a 401(k) account.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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 APPROVAL

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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^*

Petersen Paula S

(Last) (First) (Middle)

1000 WALNUT ST.

(Street)

KANSAS CITY MO 64106

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
COMMERCE BANCSHARES INC /MO/ [ CBSH ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Senior Vice President

3. Date of Earliest Transaction (Month/Day/Year)
02/11/2026

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	02/11/2026		M		1,957	A	$26.957	45,249	D
Common Stock	02/11/2026		F		299	D	$54.8	44,950	D
Common Stock	02/11/2026		D		963	D	$54.8	43,987	D
Common Stock								4,932	I	401(k)

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 Appreciation Rights	$26.957	02/11/2026		M			1,957	03/01/2017(1)	03/01/2026	Common Stock	1,957	$0	0	D

Explanation of Responses:

1. The stock appreciation right vests in four equal annual installments beginning on March 1, 2017.

	/s/ Paul A. Steiner for Paula S. Petersen	02/13/2026
	** 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).
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FAQ

What insider transaction did CBSH executive Paula S. Petersen report?

Paula S. Petersen reported exercising stock appreciation rights into 1,957 shares of Commerce Bancshares common stock. The filing shows this as a derivative conversion, not an open-market purchase, with related share dispositions to handle tax and settlement obligations.

How many CBSH shares did Paula S. Petersen acquire and at what price?

Petersen acquired 1,957 shares of Commerce Bancshares common stock by exercising stock appreciation rights at an exercise price of $26.957 per share. This transaction converted previously granted derivative rights into directly held common shares in her ownership account.

What CBSH share dispositions were made for taxes in this Form 4?

The Form 4 shows 299 Commerce Bancshares shares were disposed of in a tax-withholding transaction at $54.8 per share. This was reported under transaction code “F,” which indicates payment of exercise price or tax liability using company stock rather than cash.

What does the disposition of 963 CBSH shares to the issuer represent?

The filing reports a disposition of 963 Commerce Bancshares shares to the issuer at $54.8 per share. This is coded “D,” meaning a disposition to the company itself, rather than an open-market sale to third-party investors or trading on an exchange.

How many CBSH shares does Paula S. Petersen own after these transactions?

After the reported transactions, Petersen directly owns 43,987 shares of Commerce Bancshares common stock. She also indirectly holds 4,932 additional shares through a 401(k) account, which represents retirement-plan ownership separate from her directly registered holdings.

What are the terms of Paula S. Petersen’s stock appreciation rights in CBSH?

The stock appreciation right referenced in the filing vests in four equal annual installments beginning March 1, 2017. On February 11, 2026, 1,957 rights were exercised, converting into an equivalent number of Commerce Bancshares common shares under those pre-established award terms.