National Bank Holdings (NYSE: NBHC) director gets 3,620 restricted shares
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
National Bank Holdings Corp director Ralph W. Clermont received a grant of 3,620 shares of restricted common stock, awarded as compensation with no cash paid, under the company’s 2023 Omnibus Incentive Plan. These shares will vest in two equal installments, including one on the 180th day after grant, subject to continued service.
An earlier restricted stock award triggered withholding of 807 shares at $42.96 per share to cover tax liabilities, a non-market disposition. After these updates, Clermont holds 4,749 shares directly, including 3,620 unvested restricted shares, and 74,410 shares indirectly through the Ralph W. Clermont Revocable Trust following a non-economic transfer of 1,935 shares into the trust.
Positive
- None.
Negative
- None.
Insider Trade Summary
3 transactions reported
Mixed
3 txns
Insider
Clermont Ralph W
Role
Director
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Common Stock | 3,620 | $0.00 | -- |
| Tax Withholding | Common Stock | 807 | $42.96 | $35K |
| holding | Common Stock | -- | -- | -- |
Holdings After Transaction:
Common Stock — 4,749 shares (Direct);
Common Stock — 74,410 shares (Indirect, Ralph W. Clermont Revocable Trust)
Footnotes (1)
- Represents shares withheld for payment of tax liability upon vesting of the remainder of the restricted stock award granted to the reporting person on 04/30/2025. Reflects the transfer of 1,935 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. This transaction represents a grant of restricted stock by the Issuer. Therefore, no consideration other than the value of services rendered was paid. Total includes 3,620 unvested shares of restricted stock awarded under the National Bank Holdings Corporation 2023 Omnibus Incentive Plan, as amended and restated May 7, 2026, that will vest in two equal installments on (i) the 180th day following the date of grant and (ii) the day before the registrant's 2027 Annual Meeting of Shareholders, subject to continued service through the date of vesting.
Key Figures
Restricted stock grant: 3,620 shares
Tax withholding shares: 807 shares
Tax withholding price: $42.96 per share
+4 more
7 metrics
Restricted stock grant
3,620 shares
Grant of restricted common stock to director on May 7, 2026
Tax withholding shares
807 shares
Shares withheld to pay tax liability on vesting of prior award
Tax withholding price
$42.96 per share
Value used for 807 withheld shares covering tax obligations
Direct holdings after grant
4,749 shares
Total common shares held directly following May 7, 2026 grant
Direct holdings after withholding
1,129 shares
Direct common shares after 807-share tax withholding event
Indirect trust holdings
74,410 shares
Common shares held via Ralph W. Clermont Revocable Trust
Non-economic transfer
1,935 shares
Shares moved from direct ownership to revocable trust under Rule 16a-13
Key Terms
restricted stock, revocable trust, Rule 16a-13, Omnibus Incentive Plan, +1 more
5 terms
restricted stock financial
"This transaction represents a grant of restricted stock by the Issuer."
Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.
revocable trust financial
"transfer of 1,935 shares of common stock from direct ownership into the reporting person's revocable trust."
A revocable trust is a legal arrangement where the person who creates it keeps control and can change or cancel the trust at any time, while naming who will manage and receive the assets later. Think of it like a flexible folder for your investments and property that can be relabeled or reworked as circumstances change; it matters to investors because it determines how ownership is recorded, how easily assets transfer on incapacity or death, and whether holdings bypass public probate proceedings.
Rule 16a-13 regulatory
"it is exempt from section 16 pursuant to Rule 16a-13."
Omnibus Incentive Plan financial
"awarded under the National Bank Holdings Corporation 2023 Omnibus Incentive Plan, as amended and restated May 7, 2026"
An omnibus incentive plan is a single, flexible program a company uses to give employees and executives different types of pay tied to performance — for example stock options, restricted shares, cash bonuses and other awards — all governed by one set of rules. It matters to investors because it determines how many new shares may be created, how leaders are motivated and how much the company will spend on compensation over time; think of it as a master toolbox that affects both costs and the total share supply.
vest financial
"will vest in two equal installments on (i) the 180th day following the date of grant"
A vest is the process by which an employee earns the right to receive certain benefits or ownership interests, such as stock or retirement funds, over time. It’s similar to earning a reward gradually, ensuring that the benefit becomes fully yours only after a set period or meeting specific conditions. This makes it important for investors because it determines when they can actually claim or use those benefits.
FAQ
What insider transactions did NBHC director Ralph W. Clermont report on this Form 4?
Ralph W. Clermont reported a grant of 3,620 shares of restricted common stock and withholding of 807 shares at $42.96 to cover taxes. He also reflected a transfer of 1,935 shares into his revocable trust, which did not change his economic interest.
What plan governs the restricted stock grant to NBHC director Ralph W. Clermont?
The restricted stock grant to Ralph W. Clermont was made under the National Bank Holdings Corporation 2023 Omnibus Incentive Plan, as amended and restated May 7, 2026. The award represents compensation for services rendered rather than a cash purchase of shares in the open market.