National Bank Holdings: 693 shares withheld for taxes

A 930-share transfer changed the form of ownership without changing Alka Gupta’s pecuniary interest in those shares.

Available on EDGAR 11/05/2026 - 05:28 PM EST Accepted by SEC EDGAR 11/05/2026 - 05:28 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

National Bank Holdings Corp (NBHC) director Alka Gupta had 693 common shares withheld for payment of tax liability on November 3, 2026, at a reported price of $37.49 per share, upon vesting of part of a restricted stock award granted May 7, 2026. Her direct holding after the transaction was 3,283 shares. A transfer moved 930 shares from direct ownership into her revocable trust; The Gupta Rastogi Family Trust held 8,987 shares.

Insider Trade Summary

Tax Withholding: 693 shares

Tax Withholding 1 txn

Insider Gupta Alka

Role Director

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock F1, F2	693	$37.49	$26K
Holding	Common Stock F2	--	--	--

Holdings After Transaction: Common Stock — 3,283 shares (Direct); Common Stock — 8,987 shares (Indirect, The Gupta Rastogi Family Trust)

Holdings Before and After: Common Stock, 3,976 to 3,283 shares (Direct)

Footnotes (2)

1. F1. Represents shares withheld for payment of tax liability upon vesting of a portion of the restricted stock award granted to the reporting person on 5/7/2026.
2. F2. Reflects the transfer of 930 shares of common stock from direct ownership into the reporting person's revocable trust. As this transaction effects only a change in the form of beneficial ownership without changing the reporting person's pecuniary interest in the shares of common stock, it is exempt from section 16 pursuant to Rule 16a-13.

Key Figures

Shares withheld for tax liability: 693 shares Reported price per share: $37.49 per share Direct common shares following transaction: 3,283 shares +2 more

5 metrics

Shares withheld for tax liability 693 shares November 3, 2026

Reported price per share $37.49 per share November 3, 2026

Direct common shares following transaction 3,283 shares Alka Gupta, November 3, 2026

Common shares held by The Gupta Rastogi Family Trust 8,987 shares November 3, 2026

Shares transferred from direct ownership into revocable trust 930 shares November 3, 2026

Key Terms

restricted stock award, Rule 16a-13, beneficial ownership

3 terms

restricted stock award financial

"vesting of a portion of the restricted stock award"

A restricted stock award is company shares given to an employee or executive that cannot be sold or fully owned until certain conditions—like staying with the company for a set time or hitting performance targets—are met. Think of it as a gift that only becomes yours after you fulfill specific obligations; for investors, these awards matter because they can increase the total shares outstanding when they vest, reveal how management is being paid and motivated, and create potential selling pressure when restrictions lift.

Rule 16a-13 regulatory

"exempt from section 16 pursuant to Rule 16a-13"

beneficial ownership regulatory

"change in the form of beneficial ownership"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many NBHC shares did director Alka Gupta have withheld for taxes?

Alka Gupta had 693 common shares withheld for tax liability on November 3, 2026, at a reported price of $37.49 per share, upon vesting of part of a restricted stock award granted May 7, 2026.

How many NBHC shares did Alka Gupta hold after the transaction?

Alka Gupta held 3,283 shares directly, and The Gupta Rastogi Family Trust held 8,987 shares. A transfer of 930 shares from direct ownership into her revocable trust changed the form of beneficial ownership without changing her pecuniary interest in the shares.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

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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^*

Gupta Alka

(Last) (First) (Middle)

7800 EAST ORCHARD ROAD

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
11/03/2026

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	11/03/2026		F		693(1)	D	$37.49	3,283(2)	D
Common Stock								8,987(2)	I	The Gupta Rastogi Family Trust

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 award granted to the reporting person on 5/7/2026.

2. Reflects the transfer of 930 shares of common stock from direct ownership into the reporting person's revocable trust. As this transaction effects only a change in the form of beneficial ownership without changing the reporting person's pecuniary interest in the shares of common stock, it is exempt from section 16 pursuant to Rule 16a-13.

	/s/ Angela Petrucci, Attorney-in-Fact	11/05/2026
	** 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)