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  4. [Form 4] CITY HOLDING CO Insider Trading Activity

City Holding executive Legge sells 512 shares

Some listed restricted stock units have vesting schedules extending through February 25, 2029.

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Form Type
4

Rhea-AI Filing Summary

City Holding Co (CHCO) EVP, CAO & CIO Jeffrey Dale Legge exercised options for 512 shares of common stock at an exercise price of $66.32 per share on November 4, 2026, acquired 512 shares and sold all 512 at $145.3001 per share that day. His reported option balance after exercise was zero, and no Rule 10b5-1 plan is reported.

Legge also has direct restricted stock unit positions tied to 164, 272, 419, 346 and 348 underlying shares, with vesting schedules described in the footnotes. His reported indirect holdings through the 401(k) Plan & Trust were 8,818 shares as of December 31, 2025.

Insider LEGGE JEFFREY DALE
Role EVP, CAO & CIO
Sold 512 shs ($74K)
Approx. gross sale proceeds $74K
Approx. exercise cost $34K
Approx. pre-tax spread $40K
Type Security Shares Price Value
Exercise Stock Option to Buy F2 512 $66.32 $34K
Exercise Common Stock 512 $66.32 $34K
Sale Common Stock 512 $145.3001 $74K
Holding Restricted Stock Unit F3, F4 -- -- --
Holding Restricted Stock Unit F3, F5 -- -- --
Holding Restricted Stock Unit F3, F6 -- -- --
Holding Restricted Stock Unit F3, F7 -- -- --
Holding Restricted Stock Unit F3, F8 -- -- --
Holding Common Stock F1 -- -- --
Holdings After Transaction: Stock Option to Buy — 0 contracts (Direct); Common Stock — 7,656 shares (Direct); Restricted Stock Unit — 1,549 contracts (Direct); Common Stock — 8,817.9367 shares (Indirect, by 401(k) Plan and Trust)
Footnotes (8)
  1. F1. 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 12/31/2025 plan valuation date.
  2. F2. Options shares granted from City Holding Company's 2013 Incentive Plan are subject to both time-based and performance-based vesting. Options shares shall vest as follows: 512 shares on each of 2/22/2020, 2/22/2021 and 2/22/2022.
  3. F3. Each restricted stock unit represents the right to receive, at settlement, one share of common stock.
  4. F4. One-third of these restricted stock units are scheduled to vest on each of February 23, 2023; February 23, 2024; and February 23, 2025.
  5. F5. One-third of these restricted stock units are scheduled to vest on each of February 22, 2024; February 22, 2025; and February 22, 2026.
  6. F6. One-third of these restricted stock units are scheduled to vest on each of February 23, 2025; February 23, 2026; and February 23, 2027.
  7. F7. One-third of these restricted stock units are scheduled to vest on each of March 21, 2026; March 21, 2027; and March 21, 2028
  8. F8. One-third of these restricted stock units are scheduled to vest on each of February 25, 2027; February 25, 2028; and February 25, 2029
Options exercised 512 shares November 4, 2026
Option exercise price $66.32 per share Options exercised November 4, 2026
Common shares acquired 512 shares November 4, 2026
Common shares sold 512 shares November 4, 2026
Sale price $145.3001 per share Sale on November 4, 2026
Options following exercise 0 options Reported after the November 4, 2026 exercise
Indirect common stock holdings 8,818 shares Held through the 401(k) Plan & Trust as of December 31, 2025
restricted stock unit financial
"Each restricted stock unit represents the right to receive"
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
time-based and performance-based vesting financial
"subject to both time-based and performance-based vesting"
exercise price financial
"at an exercise price of $66.32 per share"
The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.
401(k) Plan & Trust financial
"shares acquired pursuant to the Company's 401(k) Plan & Trust"

FAQ

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How many CHCO shares did Jeffrey Dale Legge sell?
Jeffrey Dale Legge, EVP, CAO & CIO, exercised options covering 512 shares at $66.32 per share and acquired 512 common shares on November 4, 2026, then sold all 512 at $145.3001 per share. No Rule 10b5-1 plan is reported.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →
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SEC Form 4
FORM 4UNITED 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*
LEGGE JEFFREY DALE
(Last)(First)(Middle)
25 GATEWATER ROAD
(Street)
CROSS LANES WEST VIRGINIA 25313
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
CITY HOLDING CO [ CHCO ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
EVP, CAO & CIO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
11/04/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock11/04/2026M512A$66.328,168D
Common Stock11/04/2026S512D$145.30017,656D
Common Stock8,817.9367(1)Iby 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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Option to Buy$66.3211/04/2026M512 (2)02/21/2027Common Stock512(2)$66.320D
Restricted Stock Unit(3) (4) (4)Common Stock164164D
Restricted Stock Unit(3) (5) (5)Common Stock272272D
Restricted Stock Unit(3) (6) (6)Common Stock419419D
Restricted Stock Unit(3) (7) (7)Common Stock346346D
Restricted Stock Unit(3) (8) (8)Common Stock348348D
Explanation of Responses:
1. 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 12/31/2025 plan valuation date.
2. Options shares granted from City Holding Company's 2013 Incentive Plan are subject to both time-based and performance-based vesting. Options shares shall vest as follows: 512 shares on each of 2/22/2020, 2/22/2021 and 2/22/2022.
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 23, 2023; February 23, 2024; and February 23, 2025.
5. One-third of these restricted stock units are scheduled to vest on each of February 22, 2024; February 22, 2025; and February 22, 2026.
6. One-third of these restricted stock units are scheduled to vest on each of February 23, 2025; February 23, 2026; and February 23, 2027.
7. One-third of these restricted stock units are scheduled to vest on each of March 21, 2026; March 21, 2027; and March 21, 2028
8. One-third of these restricted stock units are scheduled to vest on each of February 25, 2027; February 25, 2028; and February 25, 2029
Remarks:
Victoria A. Faw, attorney-in-fact11/05/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

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