NBHC (NBHC) awards 12,444 restricted shares to executive John Steinmetz

Rhea-AI Filing Summary

National Bank Holdings Corp executive John Steinmetz received a new equity award. On January 30, 2026, he was granted 12,444 shares of restricted common stock under the National Bank Holdings Corporation 2026 Inducement Plan at a stated price of $0 per share, reflecting compensation for services.

The restricted shares will vest in three equal installments on April 28, 2027, April 28, 2028, and April 28, 2029, contingent on his continued service. After this grant, Steinmetz beneficially owns 512,304 shares of common stock, including 107,840 shares of restricted 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

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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^*

Steinmetz John

(Last) (First) (Middle)

7800 EAST ORCHARD ROAD

SUITE 300

(Street)

GREENWOOD VILLAGE CO 80111

(City) (State) (Zip)

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)
	Exec Mng Dir of Strategic Init

3. Date of Earliest Transaction (Month/Day/Year)
01/30/2026

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	01/30/2026		A		12,444(1)	A	$0(2)	512,304(3)	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. These shares represent an award of restricted common stock of Issuer awarded under the National Bank Holdings Corporation 2026 Inducement Plan and will vest ratably on April 28, 2027, April 28, 2028, and April 28, 2029, subject to the associate's continued service through the applicable vesting date.

2. This transaction represents a grant of restricted stock by the Issuer. Therefore, no consideration other than the value of services rendered was paid.

3. Includes 107,840 shares of restricted common stock.

	/s/ Amy Abrams, Attorney-in-Fact	02/03/2026
	** 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 transaction did NBHC executive John Steinmetz report?

John Steinmetz reported receiving 12,444 shares of NBHC restricted common stock as a grant on January 30, 2026. The award is part of his compensation and was issued at a stated price of $0 per share under an inducement equity plan.

How do the new NBHC restricted shares granted to John Steinmetz vest?

The 12,444 restricted NBHC shares vest in three equal installments on April 28, 2027, April 28, 2028, and April 28, 2029. Vesting is conditioned on Steinmetz continuing his service with the company through each applicable vesting date.

What is John Steinmetz’s total NBHC share ownership after this Form 4 transaction?

After the grant, John Steinmetz beneficially owns 512,304 shares of NBHC common stock. This total includes 107,840 shares of restricted common stock, reflecting both previously granted and newly awarded restricted equity positions.

Did John Steinmetz pay cash for the NBHC restricted stock grant?

No cash changed hands for the restricted stock grant to John Steinmetz. The filing states the transaction represents a grant of restricted stock by the company, with consideration consisting solely of the value of services rendered rather than a cash payment.

Under which plan were the new NBHC restricted shares granted to John Steinmetz?

The 12,444 restricted shares were granted under the National Bank Holdings Corporation 2026 Inducement Plan. The filing notes these shares are an award of restricted common stock that vests over three years, subject to Steinmetz’s continued service with the company.

What is John Steinmetz’s role at National Bank Holdings Corp?

John Steinmetz is identified as an officer of National Bank Holdings Corp, serving as Executive Managing Director of Strategic Initiatives. His position is disclosed in the Form 4 alongside the reported restricted stock award and resulting beneficial share ownership.