First Financial (NASDAQ: FFBC) CEO reports tax withholding of vested shares

Rhea-AI Filing Summary

First Financial Bancorp President & CEO Archie M. Brown reported a routine tax-related share disposition. On March 7, 2026, 7,664 shares of Common Stock were withheld at $27.25 per share to cover tax obligations tied to equity compensation.

Following this withholding, Brown directly holds 265,519 shares of Common Stock and indirectly holds 50,594.3537 shares through a 401(k) plan. A footnote indicates the transaction reflects a 114.4% payout for 2023 restricted performance shares, highlighting that the activity stems from compensation vesting rather than an open-market sale.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Brown Archie M

Role President & CEO

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	7,664	$27.25	$209K
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 265,519 shares (Direct); Common Stock — 50,594.354 shares (Indirect, By 401k)

Footnotes (1)

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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^*

Brown Archie M

(Last) (First) (Middle)

255 EAST 5TH STREET, SUITE 2900

(Street)

CINCINNATI OH 45202

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
FIRST FINANCIAL BANCORP /OH/ [ FFBC ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
03/07/2026

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	03/07/2026		F		7,664	D	$27.25	265,519(1)	D
Common Stock								50,594.3537	I	By 401k

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 payout at 114.4% for the 2023 restricted performance shares.

	/s/ Maria Hinkel, POA	03/10/2026
	** 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 transaction did FFBC President & CEO Archie Brown report?

Archie M. Brown reported a tax-related share disposition, where 7,664 shares of First Financial Bancorp Common Stock were withheld at $27.25 per share. This action covered tax obligations arising from vested equity compensation rather than reflecting an open-market share sale.

How many FFBC shares did Archie Brown have withheld for taxes?

A total of 7,664 shares of First Financial Bancorp Common Stock were withheld for tax purposes. The shares were valued at $27.25 per share, and the disposition is classified as payment of tax liability by delivering securities instead of cash.

How many First Financial Bancorp shares does Archie Brown hold after this Form 4?

After the tax withholding, Archie Brown directly holds 265,519 shares of Common Stock. He also indirectly holds 50,594.3537 shares through a 401(k) plan, providing context for his overall equity exposure to First Financial Bancorp following this routine compensation-related transaction.

What does transaction code F mean in Archie Brown’s FFBC Form 4?

Transaction code F indicates a disposition of shares to pay an exercise price or tax liability. In this case, 7,664 First Financial Bancorp shares were withheld to satisfy tax obligations linked to vested restricted performance shares, not sold in the open market.

What does the 114.4% payout for 2023 restricted performance shares at FFBC signify?

The footnote states the transaction reflects a payout at 114.4% for 2023 restricted performance shares. This means performance-based equity awards vested above target, triggering share delivery and related tax withholding, which led to the reported disposition on the Form 4.

Is Archie Brown’s FFBC Form 4 transaction a market sale of shares?

The Form 4 shows a tax-withholding disposition, not an open-market sale. Shares were withheld by First Financial Bancorp to cover tax liabilities from vested performance-based awards, a common administrative step in equity compensation programs rather than a discretionary share sale.