Cullen/Frost (NYSE: CFR) GEVP Berman logs stock grant and share sale

Rhea-AI Filing Summary

Cullen/Frost Bankers executive Bobby Berman reported routine stock transactions. On February 5, 2026, he acquired 1,293 shares of common stock at $0, representing shares earned from performance stock units for a three-year period ending December 31, 2025.

On the same date, he disposed of 549 shares at $143.6 per share, leaving 29,150 shares of common stock held directly. He also beneficially owns 19,130.724 shares indirectly through a 401(k) plan.

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

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^*

Berman Bobby

(Last) (First) (Middle)

111 WEST HOUSTON STREET

(Street)

SAN ANTONIO TX 78205

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CULLEN/FROST BANKERS, INC. [ CFR ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	GEVP Research & Strategy

3. Date of Earliest Transaction (Month/Day/Year)
02/05/2026

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, $0.01 par value	02/05/2026		A		1,293	A	$0(1)	29,699	D
Common Stock, $0.01 par value	02/05/2026		D		549	D	$143.6	29,150	D
Common Stock, $0.01 par value								19,130.724	I	Through 401(k) Plan

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

Explanation of Responses:

1. Represents shares earned for the performance stock units granted on October 25, 2022 for the three-year performance period ending December 31, 2025 as approved by the Compensation & Benefits Committee of the Board of Directors on February 5, 2026.

Remarks:

	/s/ Bobby Berman, by Kirsten Irwin under POA	02/09/2026
	** 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).
** 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.

FAQ

What insider activity did Cullen/Frost (CFR) report for Bobby Berman?

Cullen/Frost reported that executive Bobby Berman acquired 1,293 common shares at $0 and sold 549 shares at $143.6 on February 5, 2026. After these trades, he held 29,150 shares directly and 19,130.724 shares indirectly through a 401(k) plan.

How many Cullen/Frost (CFR) shares does Bobby Berman own after the Form 4?

After the reported transactions, Bobby Berman directly owns 29,150 Cullen/Frost common shares. He also beneficially owns 19,130.724 additional shares indirectly through a 401(k) plan, reflecting both his personal holdings and retirement-plan-related ownership reported in the filing.

What was the price of Cullen/Frost (CFR) shares sold by Bobby Berman?

Bobby Berman sold 549 shares of Cullen/Frost common stock at a reported price of $143.6 per share. This disposition occurred on February 5, 2026, and was disclosed as a non-derivative transaction in the Form 4 insider trading report.

Why did Bobby Berman receive 1,293 Cullen/Frost (CFR) shares at $0?

The 1,293 shares were earned from performance stock units granted on October 25, 2022. They covered a three-year performance period ending December 31, 2025, and were approved by the Compensation & Benefits Committee of the Board of Directors on February 5, 2026.

What is Bobby Berman’s role at Cullen/Frost (CFR) mentioned in the Form 4?

The Form 4 identifies Bobby Berman as an officer of Cullen/Frost Bankers, Inc., with the title "GEVP Research & Strategy." This indicates a senior executive position responsible for research and strategy functions within the organization.

How are some of Bobby Berman’s Cullen/Frost (CFR) shares held indirectly?

The filing shows 19,130.724 Cullen/Frost common shares held indirectly through a 401(k) plan. This means the shares are owned within a retirement account rather than directly in a personal brokerage, but still count as beneficially owned by Berman.