STOCK TITAN

First BanCorp (NYSE: FBP) EVP exercises 15,886 PSUs, ends with 55,539 shares

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

FIRST BANCORP /PR/ EVP Lilian Diaz-Bento exercised performance-based equity awards and had shares withheld for taxes. She exercised 15,886 Performance Share Units, receiving the same number of shares of First BanCorp common stock. Following these transactions, she directly owns 55,539 common shares.

The Performance Share Units vested after a three-year period based on two equally weighted goals: total shareholder return versus the KBW Regional Bank Index, which paid out at 150% of target, and a tangible book value per share goal, which paid out at 101.46% of target. A total of 4,040 shares of common stock were withheld at $20.57 per share to cover tax obligations related to vested performance share units and restricted stock. Footnotes also note an outstanding grant of 19,295 Performance Share Units that will vest based on future performance.

Positive

  • None.

Negative

  • None.
Insider Diaz-Bento Lilian
Role EVP
Type Security Shares Price Value
Exercise Performance Share Unit 15,886 $0.00 --
Exercise First BanCorp Common Stock, par value $0.10 per share 15,886 $0.00 --
Tax Withholding First BanCorp Common Stock, par value $0.10 per share 2,757 $20.57 $57K
Tax Withholding First BanCorp Common Stock, par value $0.10 per share 1,283 $20.57 $26K
Holdings After Transaction: Performance Share Unit — 19,295 shares (Direct); First BanCorp Common Stock, par value $0.10 per share — 59,579 shares (Direct)
Footnotes (1)
  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. 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. 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. 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. The amount of 19,295 Performance Share Units were granted as a performance award with 9,823 shares granted on March 21, 2024 and 9,472 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.
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*
Diaz-Bento Lilian

(Last)(First)(Middle)
PO BOX 9146

(Street)
SAN JUAN PUERTO RICO 00908

(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)
Director10% Owner
XOfficer (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)
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
First BanCorp Common Stock, par value $0.10 per share03/16/2026M15,886(1)A(2)59,579D
First BanCorp Common Stock, par value $0.10 per share03/16/2026F2,757(3)D$20.5756,822D
First BanCorp Common Stock, par value $0.10 per share03/16/2026F1,283(4)D$20.5755,539D
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
Performance Share Unit(1)03/16/2026M15,886 (2)03/16/2026Common Stock15,886(2)(1)19,295(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 19,295 Performance Share Units were granted as a performance award with 9,823 shares granted on March 21, 2024 and 9,472 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-Fact03/18/2026
** 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)

FAQ

What did FBP executive Lilian Diaz-Bento report in this Form 4 filing?

Lilian Diaz-Bento exercised performance-based share units, converting 15,886 units into an equal number of First BanCorp common shares. The filing also shows share withholding for taxes and confirms she now directly holds 55,539 common shares after these compensation-related transactions.

How many First BanCorp shares does Lilian Diaz-Bento hold after the reported transactions?

After the reported equity award activity, Lilian Diaz-Bento directly owns 55,539 First BanCorp common shares. This figure reflects the exercise of 15,886 Performance Share Units and subsequent share withholding for taxes related to vested performance awards and restricted stock.

What performance goals determined the vesting of FBP’s Performance Share Units for Diaz-Bento?

The Performance Share Units vested based on two equally weighted goals: total shareholder return versus the KBW Regional Bank Index and tangible book value per share. The filing reports payout at 150% of target for TSR and 101.46% of target for the tangible book value goal.

How many shares were withheld for taxes in Lilian Diaz-Bento’s FBP Form 4?

The filing shows 4,040 First BanCorp common shares were withheld to cover tax obligations. This includes 2,757 shares tied to vested Performance Share Units and 1,283 shares related to restricted stock that vested under awards originally granted on March 16, 2023.

Does Lilian Diaz-Bento still have unvested Performance Share Units at First BanCorp (FBP)?

Yes. A footnote states 19,295 Performance Share Units remain granted as a performance award. These units, from grants in March 2024 and March 2025, will vest in FBP common stock depending on the achievement of specified future performance goals.

Is the share withholding in the FBP Form 4 an open-market sale by Diaz-Bento?

No. The Form 4 labels the transactions with code F as shares withheld to cover taxes. These dispositions at $20.57 per share represent payment of tax liabilities related to vesting awards, not discretionary open-market stock sales by the executive.