First BanCorp (FBP) EVP converts 15,599 PSUs, 6,918 shares withheld for taxes

Rhea-AI Filing Summary

FIRST BANCORP /PR/ executive EVP Lopez-Lay Ginoris exercised performance share units into common stock and had shares withheld for taxes. On March 16, 2026, 15,599 Performance Share Units converted into 15,599 shares of First BanCorp common stock. To cover tax obligations tied to vesting awards, 6,918 shares of common stock were withheld at a price of $20.5700 per share across two transactions. After these moves, the executive directly owned 212,957 shares of common stock and held 17,922 Performance Share Units that remain subject to future performance-based vesting.

Insights

Equity compensation analyst

Routine performance share vesting with tax withholding, not an open-market trade.

EVP Lopez-Lay Ginoris converted 15,599 Performance Share Units into the same number of common shares, reflecting vesting of a long-term incentive award tied to multi-year performance goals, including total shareholder return and tangible book value per share.

Two dispositions totaling 6,918 shares at $20.5700 per share were coded as F, meaning shares were withheld to satisfy tax liabilities on vested performance shares and restricted stock, rather than sold in the open market.

Following the transactions, the executive held 212,957 common shares and 17,922 remaining Performance Share Units that may vest based on future performance. This pattern is typical for equity compensation and does not by itself signal a change in sentiment toward the 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^*

Lopez-Lay Ginoris

(Last) (First) (Middle)

P.O. BOX 9146

(Street)

SAN JUAN PUERTO RICO 00908-0146

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
FIRST BANCORP /PR/ [ FBP ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/16/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
First BanCorp Common Stock, par value $0.10 per share	03/16/2026		M		15,599(1)	A	(2)	219,875	D
First BanCorp Common Stock, par value $0.10 per share	03/16/2026		F		4,816(3)	D	$20.57	215,059	D
First BanCorp Common Stock, par value $0.10 per share	03/16/2026		F		2,102(4)	D	$20.57	212,957	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
Performance Share Unit	(1)	03/16/2026		M			15,599	(2)	03/16/2026	Common Stock	15,599(2)	(1)	17,922(5)	D

Explanation of Responses:

1. Performance Share Units granted as a performance award, vesting based upon degree of achievement of performance goal. Each Performance Share Unit represents a contingent right to receive one share of FBP common stock. At the end of the three-year performance period, 50% of the award is paid for threshold-level performance up to 150% for maximum level performance, in FBP common stock free of restriction. Amounts between threshold, target, and maximum level performance are interpolated to reward incremental achievement and no amounts are paid if actual results of the performance goal are below threshold-level performance.

2. Performance Share Units that vested based upon the degree of achievement of equally weighed performance goals at the end of a three-year performance period, comprising: (i) our total shareholder return relative to companies comprising the KBW Regional Bank Index ("TSR Target Performance"); and (ii) our pre-established targeted tangible book value per share goal ("TBV Target Performance"). Performance Share Units vested based on the achievement of (i) the TSR Target Performance goal at a level resulting in 150% of target, and (ii) the TBV Target Performance goal at a level resulting in 101.46% of target, each pursuant to the grant of Performance Units awarded on March 16, 2023.

3. Shares withheld to cover taxes related to Performance Shares Units that vested on March 16, 2026 pursuant to the terms of the long-term incentive award made on March 16, 2023.

4. Shares withheld to cover taxes related to restricted stock that vested on March 16, 2026 pursuant to the terms of the restricted stock award made on March 16, 2023.

5. The amount of 17,922 Performance Share Units were granted as a performance award with 9,168 shares granted on March 21, 2024 and 8,754 shares granted on March 19, 2025, and vest upon the degree of achievement of performance goals. Each Performance Share Unit represents a contingent right to receive one share of FBP common stock.

	/s/ Adolfo Sepulveda, Esq., Attorney-in-Fact	03/18/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What did FBP EVP Lopez-Lay Ginoris do in this Form 4 filing?

The EVP exercised 15,599 Performance Share Units into common stock and had 6,918 shares withheld for taxes. These actions reflect routine vesting and tax settlement of long-term incentive awards, not discretionary open-market buying or selling of First BanCorp (FBP) shares.

How many First BanCorp shares does Lopez-Lay Ginoris own after these transactions?

After the reported transactions, the EVP directly owns 212,957 shares of First BanCorp common stock. This figure reflects the net result after exercising 15,599 Performance Share Units and having 6,918 shares withheld to cover tax obligations on vested equity awards.

Were any of the FBP shares in this Form 4 sold on the open market?

No open-market sales are reported. The two dispositions totaling 6,918 shares are coded F, meaning shares were withheld by the company at $20.5700 per share to pay tax liabilities arising from the vesting of performance share units and restricted stock awards.

What are the remaining Performance Share Units held by the FBP executive?

The EVP holds 17,922 Performance Share Units after the transactions. These units, granted in 2024 and 2025, each represent a contingent right to receive one FBP share, vesting based on achievement of specified performance goals over a multi-year period.

How were the vested Performance Share Units for FBP’s EVP determined?

Vesting was based on equally weighted performance goals over a three-year period: relative total shareholder return versus the KBW Regional Bank Index and a tangible book value per share target. The filing notes achievement at 150% of target for TSR and 101.46% of target for the TBV goal.

Is this Form 4 for FBP considered a buy or a sell transaction?

The filing reflects a mix of actions: an exercise of 15,599 Performance Share Units to acquire common shares and tax-withholding dispositions of 6,918 shares. Because F-coded transactions are for taxes, the activity is best viewed as routine compensation-related, not a traditional buy or sell.