City Holding (NASDAQ: CHCO) EVP awarded 348 restricted stock units

Rhea-AI Filing Summary

Whittaker Timothy James reported acquisition or exercise transactions in this Form 4 filing.

City Holding Company executive Timothy James Whittaker, EVP of Commercial Lending, received a grant of 348 restricted stock units on February 25, 2026. Each unit represents the right to receive one share of common stock at settlement. The award is scheduled to vest in three equal annual installments on February 25, 2027, 2028 and 2029. After these transactions, he directly holds 6,657.628 shares of City Holding common stock.

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^*

Whittaker Timothy James

(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, Commercial Lending

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								6,657.628	D

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	(1)	02/25/2026		A		348		(2)	(2)	Common Stock	348	$0	348	D
Restricted Stock Unit	(1)							(3)	(3)	Common Stock	350		350	D

Explanation of Responses:

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

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

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

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).
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FAQ

What insider transaction did CHCO executive Timothy Whittaker report?

Timothy James Whittaker, EVP of Commercial Lending at CHCO, reported receiving 348 restricted stock units on February 25, 2026. These units are a form of equity compensation that convert into common shares at settlement, aligning his interests more closely with City Holding shareholders over time.

How many restricted stock units did the CHCO EVP receive in this Form 4?

The CHCO EVP was granted 348 restricted stock units in this filing. Each unit represents the right to receive one share of City Holding common stock at settlement, providing long-term incentive compensation tied directly to the company’s future share performance and retention objectives.

What is the vesting schedule for the CHCO executive’s new restricted stock units?

The 348 restricted stock units granted to the CHCO executive are scheduled to vest in three equal installments. One-third vests on each of February 25, 2027, February 25, 2028 and February 25, 2029, encouraging multi‑year retention and continued performance with the company.

How many CHCO common shares does the executive own after this Form 4?

Following the reported transactions, the CHCO executive directly owns 6,657.628 shares of City Holding common stock. This direct ownership stake, alongside his restricted stock units, increases his overall exposure to the company’s share price and long‑term business performance.

Does this CHCO Form 4 show a stock purchase or sale by the executive?

The CHCO Form 4 shows an acquisition through a grant of 348 restricted stock units, not an open‑market stock purchase or sale. The transaction is coded as a grant or award, reflecting equity-based compensation rather than a discretionary buy or sell decision.