Cullen/Frost (NYSE: CFR) president reports stock grant and sale

Rhea-AI Filing Summary

Cullen/Frost Bankers president Paul Bracher reported stock transactions dated February 5, 2026. He acquired 2,299 shares of common stock at $0, representing shares earned from performance stock units granted on October 25, 2022 for a three-year period ending December 31, 2025. He also sold 940 shares at $143.6 per share. After these transactions, he directly beneficially owned 108,679 shares and indirectly held 51,400.047 shares 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

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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^*

Bracher Paul

(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)
	President of CFR

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		2,299	A	$0(1)	109,619(2)	D
Common Stock, $0.01 par value	02/05/2026		D		940	D	$143.6	108,679	D
Common Stock, $0.01 par value								51,400.047	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.

2. Includes 356 shares acquired through the Cullen/Frost Bankers, Inc. Thrift Stock Plan.

Remarks:

	/s/ Paul Bracher, 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 transactions did CFR president Paul Bracher report?

Paul Bracher reported acquiring 2,299 Cullen/Frost Bankers shares at $0 and selling 940 shares at $143.6 on February 5, 2026. These movements reflect equity compensation and a partial sale of common stock.

How many Cullen/Frost (CFR) shares does Paul Bracher own after this Form 4?

After the reported transactions, Paul Bracher directly beneficially owned 108,679 Cullen/Frost common shares and indirectly held 51,400.047 shares through a 401(k) plan. These amounts summarize his reported beneficial ownership at that time.

What is the source of the 2,299 Cullen/Frost shares granted to Paul Bracher?

The 2,299 shares represent stock earned from performance stock units granted on October 25, 2022, covering a three-year performance period ending December 31, 2025. The Compensation & Benefits Committee approved this award on February 5, 2026.

At what price did Paul Bracher sell Cullen/Frost (CFR) shares?

Paul Bracher sold 940 shares of Cullen/Frost common stock at a price of $143.6 per share. This disposition reduced his direct holdings but he continued to hold over one hundred thousand shares directly afterward.

What is Paul Bracher’s role at Cullen/Frost Bankers, Inc. (CFR)?

Paul Bracher is identified as an officer of Cullen/Frost Bankers, Inc., serving as President of CFR. His Form 4 filing reflects equity compensation and trading activity in the company’s common stock associated with this executive role.