Home BancShares Insider Report: 38,648-Share Gift and Award Reductions

Rhea-AI Filing Summary

Home BancShares insider John W. Allison reported several changes to his beneficial ownership. The filing shows a gift disposition of 38,648 common shares (transaction code G, price $0) and reported reductions of award holdings including 156,000 restricted shares and 300,000 performance-based shares. After the reported transactions, Mr. Allison directly beneficially owns 5,650,776 common shares and also holds indirect positions: 1,605 shares by IRA, 67,328 by Capital Buyers, 865,360 by his wife, and 27,323.742 by a 401(k). The filing includes vesting and certification conditions for restricted and performance awards.

Positive

• Substantial direct ownership remains at 5,650,776 shares, indicating continued alignment with shareholders
• Clear disclosure of vesting schedules and performance certification criteria for restricted and performance awards

Negative

• Large reductions reported in award holdings: 156,000 restricted shares and 300,000 performance-based shares are shown as disposed/reduced
• Gift transfer of 38,648 shares reduces the insider's liquid stake though recorded at $0

Insights

Financial Analyst

TL;DR: Insider reported a nominal gift plus large reductions in award holdings; retains substantial direct and indirect ownership.

The disposition of 38,648 shares via a gift (code G) is recorded at $0, indicating a transfer rather than a sale. Additionally, the filing lists 156,000 restricted shares and 300,000 performance-based shares shown as disposed or reduced in the report, which materially affects near-term award run-rates but does not change the insider's significant residual stake of 5.65 million direct shares and meaningful indirect holdings. The disclosure of vesting schedules and performance certification requirements clarifies when remaining awards may convert to common stock, which is relevant for potential future dilution.

Corporate Governance Expert

TL;DR: Filing documents routine transfer and award adjustments with clear vesting and performance conditions; governance transparency is adequate.

The report provides explicit explanations for restricted and performance awards, including cliff and installment vesting and Compensation Committee certification triggers. That level of detail supports transparency around executive compensation realization timing. The gift transaction (code G) and the stated ownership breakdown into direct and indirect holdings align with Section 16 reporting expectations. No regulatory or governance red flags are evident from the disclosed items alone.

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
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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^*

ALLISON JOHN W

(Last) (First) (Middle)

P.O. BOX 966

(Street)

CONWAY AR 72033

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
HOME BANCSHARES INC [ HOMB ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/22/2025

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	08/22/2025		G		38,648	D	$0	5,650,776	D
Common Stock - Restricted Stock								156,000(1)(2)(3)(4)(5)	D
Common Stock - Performance Based								300,000(6)(7)(8)	D
Common Stock								1,605	I	By IRA
Common Stock								67,328	I	By Capital Buyers
Common Stock								865,360	I	By Wife
Common Stock								27,323.742	I	By 401(k)

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. Restricted Stock granted on January 20, 2023 will cliff vest on the third anniversary of the award date.

2. Restricted Stock granted on January 19, 2024 will cliff vest on the third anniversary of the award date.

3. Restricted Stock granted on January 20, 2023 will vest in 33 1/3% installments over three years beginning on the first anniversary of the award date.

4. Restricted stock granted on January 19, 2024 will vest in 33 1/3% installments over three years beginning on the first anniversary of the award date.

5. Restricted Stock granted on January 17, 2025 will vest in 33 1/3% installments over three years beginning on the first anniversary of the award date.

6. The Performance Stock awarded on January 20, 2023 will vest in whole or in part after December 31, 2025 upon the certification by the Compensation Committee that certain performance measures have been satisfied.

7. The Performance Stock awarded on January 19, 2024 will vest in whole or in part after December 31, 2026 upon the certification by the Compensation Committee that certain performance measures have been satisfied.

8. The Performance Stock awarded on January 17, 2025 will vest in three equal annual installments, in whole or in part, upon the certification by the Compensation Committee that certain annual performance measures have been satisfied.

Remarks:

	/s/ John W. Allison by Micah Osborne	08/25/2025
	** 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).
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FAQ

What did John W. Allison report on Form 4 for HOMB?

The filing reports a gift of 38,648 common shares (code G, price $0), reductions of 156,000 restricted shares and 300,000 performance-based shares, and the insider now directly owns 5,650,776 shares.

How much does John W. Allison directly and indirectly own after the transactions?

Direct beneficial ownership is 5,650,776 shares. Indirect holdings disclosed include 1,605 (IRA), 67,328 (Capital Buyers), 865,360 (wife), and 27,323.742 (401(k)).

What is the nature of the restricted and performance awards disclosed?

Restricted awards have a mix of cliff vesting and 33 1/3% annual installments; performance awards vest upon Compensation Committee certification of specified measures or in annual installments for the 2025 award.

Does the Form 4 indicate a sale for cash proceeds?

No. The 38,648-share transaction is coded G with a price of $0, indicating a gift or transfer rather than a cash sale.

Are vesting dates or conditions disclosed for the awards?

Yes. The filing details cliff vesting for certain awards, installment vesting over three years for others, and Certification-based vesting dates after 2025 and 2026 for performance awards.