National Bank Holdings (NBHC) risk chief covers taxes with 1,981 shares

Rhea-AI Filing Summary

National Bank Holdings Corp reported an insider tax-withholding transaction by its Chief Risk Management Officer, Richard U. Newfield Jr. On April 28, 2026, 1,981 shares of common stock were withheld at $43.27 per share to cover tax liabilities when portions of restricted stock awards vested.

Following this withholding, Newfield directly holds 151,785 shares of common stock, including 7,929 shares of restricted common stock. This Form 4 reflects a compensation-related tax event rather than an open-market purchase or sale.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Newfield Richard U Jr.

Role CHIEF RISK MGMT OFFICER

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	1,981	$43.27	$86K

Holdings After Transaction: Common Stock — 151,785 shares (Direct, null)

Footnotes (1)

1. Represents shares withheld for payment of tax liability upon vesting of a portion of the restricted stock awards granted to the reporting person on 4/1/2023, 4/1/2024, and 4/1/2025. Includes 7,929 shares of restricted common stock.

Key Figures

Tax-withheld shares: 1,981 shares Withholding price: $43.27 per share Post-transaction holdings: 151,785 shares +1 more

4 metrics

Tax-withheld shares 1,981 shares Shares withheld for tax on vesting of restricted stock on April 28, 2026

Withholding price $43.27 per share Value used for the 1,981-share tax-withholding disposition

Post-transaction holdings 151,785 shares Common stock directly owned after the transaction

Restricted stock included 7,929 shares Restricted common stock included in post-transaction holdings

Key Terms

restricted stock awards, withheld for payment of tax liability, restricted common stock, tax-withholding disposition

4 terms

restricted stock awards financial

"upon vesting of a portion of the restricted stock awards granted to the reporting person"

Restricted stock awards are company shares given to employees or executives that cannot be sold or transferred until certain conditions — like staying with the company for a set time or meeting performance targets — are met, like a gift that is locked in a safe until rules are satisfied. Investors care because these awards tie management’s pay to company performance, can increase the number of shares outstanding when they become tradable (dilution), and may signal expected future selling pressure or commitment to long-term growth.

withheld for payment of tax liability financial

"Represents shares withheld for payment of tax liability upon vesting"

restricted common stock financial

"Includes 7,929 shares of restricted common stock."

Restricted common stock is company shares that carry limits on selling or transferring for a set period or until certain conditions are met, like time-based vesting or regulatory clearance. Think of them as shares in a locked box that gradually open; they can become freely tradable later but initially reduce the number of shares available on the market. Investors watch restricted stock because its eventual release can change a company’s share supply, affect stock price, and influence control and dilution.

tax-withholding disposition financial

"transaction_action": "tax-withholding disposition""

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

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^*

Newfield Richard U Jr.

(Last) (First) (Middle)

7800 EAST ORCHARD ROAD, SUITE 300

(Street)

GREENWOOD VILLAGE COLORADO 80111

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
National Bank Holdings Corp [ NBHC ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CHIEF RISK MGMT OFFICER

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/28/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	04/28/2026		F		1,981(1)	D	$43.27	151,785(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

Explanation of Responses:

1. Represents shares withheld for payment of tax liability upon vesting of a portion of the restricted stock awards granted to the reporting person on 4/1/2023, 4/1/2024, and 4/1/2025.

2. Includes 7,929 shares of restricted common stock.

	/s/ Richard Newfield, Jr.	04/30/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did NBHC’s Richard Newfield report on this Form 4?

Richard U. Newfield Jr., Chief Risk Management Officer of NBHC, reported a tax-related share withholding. On April 28, 2026, 1,981 shares of common stock were withheld to pay tax liabilities tied to vesting restricted stock awards.

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

No, the Form 4 describes a tax-withholding disposition, not an open-market sale. NBHC’s risk chief had 1,981 shares withheld by the company to cover taxes due when restricted stock awards vested, a routine compensation-related event.

How many NBHC shares does Richard Newfield hold after this tax withholding?

After the tax-withholding transaction, Richard U. Newfield Jr. directly holds 151,785 shares of NBHC common stock. This total includes 7,929 shares of restricted common stock that remain subject to vesting or other award conditions.

What triggered the tax-withholding of 1,981 NBHC shares on April 28, 2026?

The 1,981 shares were withheld to pay taxes upon vesting of portions of restricted stock awards. These awards were originally granted to NBHC’s Chief Risk Management Officer on April 1, 2023, April 1, 2024, and April 1, 2025.

What does transaction code F mean in this NBHC Form 4 filing?

Transaction code F in the NBHC Form 4 indicates payment of an exercise price or tax liability by delivering securities. Here, it reflects 1,981 shares withheld to satisfy tax obligations when restricted stock awards vested for the executive.