Civista Bancshares (CIVB) CEO gets 6,685-share award; tax shares withheld

Rhea-AI Filing Summary

CIVISTA BANCSHARES, INC. CEO Dennis G. Shaffer received a grant of 6,685 shares of common stock at no cost on March 11, 2026, as a stock award under the Civista Bancshares, Inc. 2024 Incentive Plan.

Earlier, on January 2, 2026, 475 shares were withheld by the company to pay taxes when restricted shares vested, which is a non-market, tax-withholding disposition. On February 24, 2026, several small “other” transactions, including shares from the company’s dividend reinvestment feature, modestly adjusted his direct and IRA holdings. After the March 11 award, Shaffer directly holds 51,022.8288 common shares, with an additional 1,524.2270 shares held indirectly in an IRA and a separate direct account showing 1,000.0000 shares.

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

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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^*

Shaffer Dennis G

(Last) (First) (Middle)

2141 BAILIWICK DRIVE

(Street)

MARBLEHEAD OH 43440

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CEO

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	01/02/2026		F(1)		475	D	$0	44,005.7836	D
Common	02/24/2026		J(2)		273.8632	A	$0	44,279.6468	D
Common	02/24/2026		J(2)		58.182	A	$0	44,337.8288	D
Common	03/11/2026		A(3)		6,685	A	$0	51,022.8288	D
Common	02/24/2026		J(2)		11.405	A	$0	1,524.227	I	IRA
Common								1,000	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. Reflects shares withheld by the company for payment of taxes upon vesting of restricted shares.

2. Common shares acquired by company dividend reinvestment feature.

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

	/s/ Lori A. Castillo, 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.
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FAQ

What insider share award did CIVB CEO Dennis Shaffer receive?

Dennis G. Shaffer received a grant of 6,685 common shares on March 11, 2026, at no cost. The award came from the Civista Bancshares, Inc. 2024 Incentive Plan, reflecting stock-based compensation rather than an open-market share purchase.

How many CIVB shares does CEO Dennis Shaffer hold after these transactions?

After the March 11, 2026 award, Dennis Shaffer directly holds 51,022.8288 common shares. He also has 1,524.2270 shares held indirectly in an IRA, plus a separate direct account showing 1,000.0000 shares, according to the insider filing data.

Were any CIVB shares sold by Dennis Shaffer in the recent insider filing?

The filing shows 475 shares disposed of on January 2, 2026, as shares withheld by the company to pay taxes on restricted stock vesting. This tax-withholding disposition is not an open-market sale and does not reflect discretionary selling.

What do the February 24, 2026 CIVB transactions for Dennis Shaffer represent?

On February 24, 2026, several “J” coded other transactions adjusted Shaffer’s holdings by small amounts totaling 343.4502 shares. Footnotes state these common shares were acquired through the company’s dividend reinvestment feature, affecting both direct and IRA accounts.

Are there any derivative or option exercises in this CIVB insider activity?

The insider data show no derivative transactions or option exercises during this period. Activity consists of a stock award grant, tax-withholding share disposition, and small “other” transactions tied to dividend reinvestment and account adjustments in direct and IRA holdings.