Former Green Plains (GPRE) CFO logs tax-share withholding and PSU stock grant

Rhea-AI Filing Summary

Green Plains Inc. insider Philip B. Boggs, Former Chief Financial Officer, reported two common stock transactions dated 01/05/2026. First, 23,816 shares of common stock were disposed of at $9.89 per share, coded "F", which the footnote explains was stock withheld to cover taxes on previously granted restricted stock that vested under his Employment Agreement. Second, he acquired 24,347 shares of common stock at $9.89 per share, coded "A", consisting of shares issued under performance stock unit grants from March 2023, March 2024, and March 2025 that vested at target, net of withholdings. After these transactions, Boggs directly owned 80,892 shares of Green Plains common 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

OMB APPROVAL

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X

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^*

Boggs Philip B

(Last) (First) (Middle)

1811 AKSARBEN DRIVE

(Street)

OMAHA NE 68106

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Green Plains Inc. [ GPRE ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Former Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
01/05/2026

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	01/05/2026		F		23,816(1)	D	$9.89	56,545	D
Common Stock	01/05/2026		A		24,347(2)	A	$9.89	80,892	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. Disposition represents tax withholding on the portion of previously reported restricted stock grants that vested on date indicated herein in accordance with the Employment Agreement.

2. Represents 1,606 shares issued under the March 2023 PSU grant, 4,790 shares issued under the March 2024 PSU grant, and 17,951 shares issued under the March 2025 PSU grant, all net of withholdings. All shares vested at target in accordance with the Employment Agreement.

Remarks:

	/s/ Philip B. Boggs	01/23/2026
	** 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 activity did Philip B. Boggs report for Green Plains (GPRE)?

Former Chief Financial Officer Philip B. Boggs reported one tax-related share disposition and one share acquisition in Green Plains common stock, both dated 01/05/2026.

How many Green Plains (GPRE) shares were withheld for taxes from Philip B. Boggs?

23,816 shares of Green Plains common stock were disposed of at $9.89 per share, with the footnote stating this represented tax withholding on vested restricted stock grants under his Employment Agreement.

How many Green Plains (GPRE) shares did Philip B. Boggs receive from PSU grants?

He acquired 24,347 shares of common stock at $9.89 per share, representing shares issued under March 2023, March 2024, and March 2025 performance stock unit grants, all vesting at target and reported net of withholdings.

What is Philip B. Boggs’ Green Plains (GPRE) shareholding after these transactions?

Following the reported transactions, Philip B. Boggs directly owned 80,892 shares of Green Plains common stock.

Are the Green Plains (GPRE) insider transactions by Philip B. Boggs direct or indirect?

Both reported transactions are classified as direct (D) ownership of Green Plains common stock, with no indirect ownership entity noted.

What do the footnotes in Philip B. Boggs’ Green Plains (GPRE) Form 4 explain?

One footnote states the 23,816-share disposition was tax withholding on vested restricted stock. Another explains the 24,347-share acquisition comes from March 2023, 2024, and 2025 PSU grants that vested at target under the Employment Agreement.