FFBC (NASDAQ: FFBC) executive reports tax-related share withholding

Rhea-AI Filing Summary

FIRST FINANCIAL BANCORP Chief Corp. Banking Officer Richard S. Dennen reported a tax-withholding disposition of 2,892 shares of common stock on March 7, 2026 at $27.25 per share. The transaction relates to a 114.4% payout of 2023 restricted performance shares, and he now directly holds 76,603 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

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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^*

Dennen Richard S

(Last) (First) (Middle)

255 E FIFTH 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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Corp. Banking Officer

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		2,892	D	$27.25	76,603(1)	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 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.
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** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What insider transaction did FFBC executive Richard S. Dennen report?

Richard S. Dennen reported a tax-withholding disposition of 2,892 FFBC common shares. The shares were valued at $27.25 each and used to cover tax obligations tied to restricted performance share payouts.

Was the FFBC Form 4 transaction an open-market sale of shares?

No, the FFBC Form 4 shows a tax-withholding disposition, not an open-market sale. Shares were delivered at $27.25 each to satisfy tax liabilities from 2023 restricted performance share payouts.

How many FFBC shares did Richard S. Dennen dispose of for taxes?

He disposed of 2,892 FFBC common shares for tax withholding purposes. The transaction price was $27.25 per share, reflecting payment of tax liabilities rather than a discretionary market sale.

How many FFBC shares does Richard S. Dennen hold after the transaction?

After the tax-withholding disposition, Richard S. Dennen directly holds 76,603 FFBC common shares. This figure reflects his position following the March 7, 2026 transaction reported on the Form 4.

What performance award was linked to the FFBC tax-withholding transaction?

The transaction is linked to 2023 restricted performance shares that paid out at 114.4%. The Form 4 footnote explains the tax-withholding disposition reflects this performance-based equity award payout.

What role does Richard S. Dennen hold at FIRST FINANCIAL BANCORP (FFBC)?

Richard S. Dennen serves as Chief Corporate Banking Officer at FIRST FINANCIAL BANCORP. His Form 4 filing reports a tax-withholding share disposition connected to performance-based restricted stock awards.