Cullen/Frost officer adjusts 700-share stock sale

CULLEN/FROST BANKERS, INC.

Accepted by SEC EDGAR 03/06/2026 - 05:01 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

CULLEN/FROST BANKERS, INC. Group EVP and General Counsel Coolidge E. Rhodes Jr. reported an adjustment related to a previously disclosed stock sale. The filing shows a rescission of a prior sale of 700 shares of common stock and a new sale of the same 700 shares at $127.00 per share on March 6, 2026, following a broker error involving a missed Rule 144(h) notice. After these transactions, he held 5,310 shares directly and 790.22 shares indirectly through a 401(k) plan.

Insider Trade Summary

Other: 1,400 shares

Other 2 txns

Insider Rhodes Coolidge E JR

Role Group EVP General Counsel/Sec

Type	Security	Shares	Price	Value
Other	Common Stock, $0.01 par value	700	$0.00	$0.00
Other	Common Stock, $0.01 par value	700	$127.00	$89K
Holding	Common Stock, $0.01 par value	--	--	--

Holdings After Transaction: Common Stock, $0.01 par value — 4,610 shares (Direct); Common Stock, $0.01 par value — 790.22 shares (Indirect, Through 401(k) Plan)

Footnotes (1)

1. F1. This report reflects the rescission of the sale previously reported on December 10, 2025, which was reported to have occurred on December 9, 2025. The transaction was rescinded because the broker failed to timely file a Notice of Proposed Sale under Rule 144(h), a necessary condition to the completion of the sale. On March 6, 2026, following discovery of this error, the broker rescinded the previously reported sale through its broker's error account and effected a sale of the same number of shares at the same price as the rescinded transaction.

FAQ

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What did the CFR Form 4 filing report for Coolidge E. Rhodes Jr.?

The Form 4 for CULLEN/FROST BANKERS, INC. (CFR) reports a rescinded prior sale of 700 common shares and a new sale of the same 700 shares. Both actions were recorded on March 6, 2026, correcting an earlier broker error.

Why was the earlier CFR stock sale by Rhodes rescinded?

The earlier sale was rescinded because the broker failed to file a required Rule 144(h) Notice of Proposed Sale. This notice was a necessary condition to complete the original transaction, so the broker reversed it once the error was discovered.

What new transaction was executed in the CFR Form 4?

After rescinding the original sale, the broker executed a new sale of 700 common shares at $127.00 per share on March 6, 2026. This new transaction matched the share count and price of the rescinded sale.

How many CFR shares does Rhodes hold after the reported transactions?

After the reported adjustment, Coolidge E. Rhodes Jr. held 5,310 common shares directly. He also had an additional 790.22 shares held indirectly through a 401(k) Plan, as disclosed in the Form 4 holding line.

What transaction code was used in the CFR Form 4 filing?

The Form 4 lists the events with transaction code "J", described as an "Other acquisition or disposition" of non-derivative common stock. This reflects the combination of rescinding a prior sale and completing a new sale at the same terms.

What role does Rhodes hold at CULLEN/FROST BANKERS, INC.?

Coolidge E. Rhodes Jr. is identified as a Group Executive Vice President, General Counsel, and Secretary of CULLEN/FROST BANKERS, INC. His Form 4 therefore reflects transactions by a senior officer of the company.

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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^*

Rhodes Coolidge E JR

(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)
	Group EVP General Counsel/Sec

3. Date of Earliest Transaction (Month/Day/Year)
03/06/2026

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	03/06/2026		J(1)		700	A	(1)	5,310	D
Common Stock, $0.01 par value	03/06/2026		J(1)		700	D	$127	4,610	D
Common Stock, $0.01 par value								790.22	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. This report reflects the rescission of the sale previously reported on December 10, 2025, which was reported to have occurred on December 9, 2025. The transaction was rescinded because the broker failed to timely file a Notice of Proposed Sale under Rule 144(h), a necessary condition to the completion of the sale. On March 6, 2026, following discovery of this error, the broker rescinded the previously reported sale through its broker's error account and effected a sale of the same number of shares at the same price as the rescinded transaction.

Remarks:

	/s/ Coolidge E. Rhodes, Jr. by Lee Whitley under POA	03/06/2026
	** 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.