City Holding (CHCO) EVP granted RSUs and exercises into common shares

Rhea-AI Filing Summary

City Holding Company executive vice president of retail banking Michael T. Quinlan Jr. reported equity awards and related holdings. On February 25, 2026, he acquired 610 restricted stock units at no cost and, through a derivative exercise, received 2,177 shares of common stock, increasing his directly held common shares to 4,524. He also reports indirect ownership of 2,373.7121 common shares through the company’s 401(k) Plan and Trust. Each restricted stock unit represents one share of common stock and various RSU grants are scheduled to vest in equal annual installments between February 2023 and March 2029.

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

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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^*

Quinlan Michael T Jr

(Last) (First) (Middle)

25 GATEWATER ROAD

(Street)

CROSS LANES WV 25313

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CITY HOLDING CO [ CHCO ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Retail Banking

3. Date of Earliest Transaction (Month/Day/Year)
02/25/2026

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	02/25/2026		M		2,177	A	$0(1)	4,524	D
Common Stock								2,373.7121(2)	I	by 401(k) Plan and Trust

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
Restricted Stock Unit	(3)	02/25/2026		A		610		(4)	(4)	Common Stock	610	$0	610	D
Restricted Stock Unit	(3)							(5)	(5)	Common Stock	170		170	D
Restricted Stock Unit	(3)							(6)	(6)	Common Stock	403		403	D
Restricted Stock Unit	(3)							(7)	(7)	Common Stock	696		696	D
Restricted Stock Unit	(3)							(8)	(8)	Common Stock	599		599	D

Explanation of Responses:

1. Shares were received for no consideration upon satisfaction of performance criteria underlying the award of performance share units.

2. Includes shares acquired pursuant to the Company's 401(k) Plan & Trust during the fiscal year in transactions exempt from 16b under old Rule 16a8(b). Share totals are reported as of the 12/31/2024 plan valuation date.

3. Each restricted stock unit represents the right to receive, at settlement, one share of common stock.

4. One-third of these restricted stock units are scheduled to vest on each of February 25, 2027; February 25, 2028; and February 25, 2029

5. One-third of these restricted stock units are scheduled to vest on each of February 23, 2023; February 23, 2024; and February 23, 2025.

6. One-third of these restricted stock units are scheduled to vest on each of February 22, 2024; February 22, 2025; and February 22, 2026.

7. One-third of these restricted stock units are scheduled to vest on each of February 23, 2025; February 23, 2026; and February 23, 2027.

8. One-third of these restricted stock units are scheduled to vest on each of March 21, 2026; March 21, 2027; and March 21, 2028

Remarks:

	Victoria A. Faw, attorney-in-fact	02/26/2026
	** 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 did CHCO executive Michael T. Quinlan Jr. report in this Form 4?

He reported equity-related acquisitions, including 610 restricted stock units and 2,177 shares of common stock from exercising a derivative. The filing also updates his direct and indirect share holdings, including shares held through the company’s 401(k) Plan and Trust.

How many CHCO restricted stock units did Michael T. Quinlan Jr. acquire?

He acquired 610 restricted stock units at no cost on February 25, 2026. Each restricted stock unit represents the right to receive one share of City Holding common stock upon settlement, subject to the plan’s vesting conditions and schedule described in the footnotes.

What common stock did Michael T. Quinlan Jr. obtain through derivative exercise at CHCO?

He received 2,177 shares of City Holding common stock via an exercise or conversion of a derivative security on February 25, 2026. This transaction had a reported price of $0.00 per share, reflecting a non-cash equity award settlement under the company’s compensation arrangements.

What are Michael T. Quinlan Jr.’s CHCO share holdings after these transactions?

After these transactions, he directly holds 4,524 shares of City Holding common stock. He also has indirect ownership of 2,373.7121 common shares through the company’s 401(k) Plan and Trust, and multiple restricted stock unit positions that convert into common shares upon future vesting.

How do the CHCO restricted stock units for Michael T. Quinlan Jr. vest over time?

The restricted stock units vest in three equal annual installments tied to specific dates between February 2023 and March 2029. Each vested unit converts into one share of common stock, aligning a portion of the executive’s compensation with the company’s long-term performance and retention goals.

What does the CHCO Form 4 say about shares in the 401(k) Plan and Trust?

The filing notes that indirect holdings include shares acquired under the Company’s 401(k) Plan and Trust during the fiscal year in transactions exempt from Section 16(b). Share totals for this plan position are reported as of the December 31, 2024 plan valuation date.