Civista Bancshares (CIVB) SVP gets stock award and tax withholding

Rhea-AI Filing Summary

Civista Bancshares, Inc. Senior Vice President Richard J. Dutton reported several stock-related entries involving the company’s common shares. On March 11, 2026, he received a grant of 3,154 common shares at no cost, increasing his directly held position to 24,839.5631 shares as reported after the transaction.

The filing also shows 1,769 shares on January 2, 2026 were withheld by the company to cover taxes upon vesting of restricted shares, which is a non-market, tax-withholding disposition. Additional smaller entries coded as “other acquisition or disposition” on February 24, 2026 adjusted both direct and IRA holdings. Indirect holdings through an IRA totaled 7,954.6120 shares after these updates.

Insider Trade Summary

7 transactions reported

Mixed 7 txns

Insider DUTTON RICHARD J

Role Senior Vice President

Type	Security	Shares	Price	Value
Grant/Award	Common	3,154	$0.00	--
holding	Common	--	--	--
holding	Common	--	--	--
Other	Common	59.517	$0.00	--
Other	Common	105.387	$0.00	--
Other	Common	56.984	$0.00	--
Tax Withholding	Common	1,769	$0.00	--

Holdings After Transaction: Common — 24,839.563 shares (Direct); Common — 7,954.612 shares (Indirect, IRA)

Footnotes (1)

1. Common shares acquired by company dividend reinvestment feature. Reflects shares withheld by the company for payment of taxes upon vesting of restricted shares. Stock award granted from Civista Bancshares, Inc. 2024 Incentive Plan

Form 4 Insider Transactions: What Each Field Means →

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^*

DUTTON RICHARD J

(Last) (First) (Middle)

325 COUNTRYSIDE DR

(Street)

TROY OH 45373-4561

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CIVISTA BANCSHARES, INC. [ CIVB ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Senior Vice President

3. Date of Earliest Transaction (Month/Day/Year)
03/11/2026

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	02/24/2026	(1)	J		59.517	A	$0	7,954.612	I	IRA
Common	01/02/2026	(2)	F		1,769	D	$0	21,523.192	D
Common	02/24/2026	(1)	J		105.3871	A	$0	21,628.5791	D
Common	02/24/2026	(1)	J		56.984	A	$0	21,685.5631	D
Common	03/11/2026	(3)	A		3,154	A	$0	24,839.5631	D
Common								7,954.612	I	IRA
Common								24,839.5631	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

Explanation of Responses:

1. Common shares acquired by company dividend reinvestment feature.

2. Reflects shares withheld by the company for payment of taxes upon vesting of restricted shares.

3. Stock award granted from Civista Bancshares, Inc. 2024 Incentive Plan

	/s/Karen M. Terenzi, By Power of Attorney	03/13/2026
	** 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 CIVB executive Richard Dutton report on this Form 4?

Richard Dutton reported a grant of 3,154 CIVB common shares on March 11, 2026, a tax-withholding disposition of 1,769 shares on January 2, 2026, and several smaller restructuring entries coded as other acquisitions or dispositions affecting direct and IRA holdings.

How many CIVB shares does Richard Dutton hold after the reported transactions?

After the reported transactions, Richard Dutton directly holds 24,839.5631 CIVB common shares and indirectly holds 7,954.6120 shares through an IRA. These amounts reflect the impact of the March 11 stock grant, the January tax withholding, and February restructuring adjustments.

Was the 3,154-share CIVB award to Richard Dutton an open-market purchase?

No, the 3,154 CIVB shares reported on March 11, 2026 were a grant or award at no cost, not an open-market purchase. The filing notes they were granted under the Civista Bancshares, Inc. 2024 Incentive Plan, indicating compensation-related equity rather than a market transaction.

What does the 1,769-share CIVB disposition on January 2, 2026 represent?

The 1,769-share CIVB disposition on January 2, 2026 is labeled as payment of tax liability by delivering securities. Footnotes explain these shares were withheld by the company to cover taxes upon vesting of restricted shares, not sold on the open market.

How are IRA-held CIVB shares treated in Richard Dutton’s Form 4 filing?

The Form 4 shows indirect ownership of CIVB shares through an IRA, coded as “I” with nature of ownership noted as IRA. After the February 24, 2026 restructuring entries, the IRA position totaled 7,954.6120 common shares in addition to his directly held shares.

Do the CIVB Form 4 transactions indicate any open-market buying or selling by Richard Dutton?

The Form 4 does not report any open-market buys or sells. It shows a stock award grant, tax-withholding disposition, dividend reinvestment-related adjustments, and other non-market restructurings. All recorded transaction prices per share are $0.0000, consistent with non-market events.