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Primis Financial (FRST) marketing chief converts 1,969 PSUs into common shares

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

Rhea-AI Filing Summary

Primis Financial Corp. EVP and Chief Marketing Officer Ann-Stanton C. Gore exercised 1,969 performance-based restricted stock units on March 5, 2026, converting them into 1,969 shares of common stock at $0.00 per share.

After the transactions, she directly owned 13,840 shares of common stock, which includes 1,255 shares held jointly with her spouse and 4,000 shares of restricted stock, and 8,531 performance-based restricted stock units. The PSUs convert into common stock on a 1-to-1 basis, with a portion of 2025 PSUs vesting based on performance and additional PSU awards eligible to vest in 2027 and 2028.

Positive

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Negative

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Insider Gore Ann-Stanton C
Role EVP, Chief Marketing Officer
Type Security Shares Price Value
Exercise Performance-Based Restricted Stock Units 1,969 $0.00 --
Exercise Common Stock 1,969 $0.00 --
holding Performance-Based Restricted Stock Units -- -- --
holding Performance-Based Restricted Stock Units -- -- --
Holdings After Transaction: Performance-Based Restricted Stock Units — 8,531 shares (Direct); Common Stock — 13,840 shares (Direct)
Footnotes (1)
  1. Includes 1,255 shares held jointly with spouse. Includes 4,000 shares of Restricted Stock. Performance-based restricted stock units (PSUs) convert to shares of issuer common stock on a 1-to-1 basis. One-third of the 2025 PSUs vested on March 5, 2026, based on the level of achievement of applicable performance metrics. PSUs are eligible to vest in 2028. PSUs are eligible to vest in 2027.
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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*
Gore Ann-Stanton C
(Last) (First) (Middle)
1700 WOODLAKE DRIVE
(Street)
COLUMBIA SC 29206
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Primis Financial Corp. [ FRST ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
EVP, Chief Marketing Officer
3. Date of Earliest Transaction (Month/Day/Year)
03/05/2026
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 03/05/2026 M 1,969 A $0 13,840(1)(2) 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-Based Restricted Stock Units (3) 03/05/2026 M 1,969 (4) (4) Common Stock 1,969 $0 8,531 D
Performance-Based Restricted Stock Units (5) (5) (5) Common Stock 10,000 18,531 D
Performance-Based Restricted Stock Units (6) (6) (6) Common Stock 7,000 25,531 D
Explanation of Responses:
1. Includes 1,255 shares held jointly with spouse.
2. Includes 4,000 shares of Restricted Stock.
3. Performance-based restricted stock units (PSUs) convert to shares of issuer common stock on a 1-to-1 basis.
4. One-third of the 2025 PSUs vested on March 5, 2026, based on the level of achievement of applicable performance metrics.
5. PSUs are eligible to vest in 2028.
6. PSUs are eligible to vest in 2027.
/s/Ann-Stanton C. Gore 03/06/2026
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Primis Financial (FRST) report for Ann-Stanton Gore?

Ann-Stanton C. Gore exercised 1,969 performance-based restricted stock units, converting them into 1,969 shares of Primis Financial common stock at $0.00 per share. This reflects the vesting and settlement of equity compensation rather than an open-market stock purchase.

How many Primis Financial (FRST) common shares does Ann-Stanton Gore now hold?

Following the reported transactions, Ann-Stanton Gore directly holds 13,840 shares of Primis Financial common stock. This total includes 1,255 shares held jointly with her spouse and 4,000 shares of restricted stock, as disclosed in the accompanying footnotes.

What are performance-based restricted stock units (PSUs) at Primis Financial (FRST)?

Primis Financial’s performance-based restricted stock units convert into common stock on a 1-to-1 basis. Vesting depends on achieving specific performance metrics, meaning executives receive shares only when predefined corporate goals are met over the applicable performance period.

When did Ann-Stanton Gore’s 2025 PSUs vest at Primis Financial (FRST)?

One-third of Ann-Stanton Gore’s 2025 performance-based restricted stock units vested on March 5, 2026. The vesting was determined by the level of achievement of the applicable performance metrics tied to that PSU grant, as described in the footnotes.

What future vesting schedule is disclosed for Primis Financial (FRST) PSUs?

Certain Primis Financial performance-based restricted stock units are disclosed as eligible to vest in 2027 and others eligible to vest in 2028. Actual vesting depends on meeting the specified performance conditions for each award during the relevant measurement periods.

Does the Form 4 for Primis Financial (FRST) show any stock sales by Ann-Stanton Gore?

The reported transactions show exercises and conversions of performance-based restricted stock units into common shares, not open-market stock sales. The filing does not list any coded sale transactions; instead, it reflects equity compensation vesting at a price of $0.00 per share.