Northwest Bancshares (NWBI) grants 10,197-share RSU award to legal chief

Rhea-AI Filing Summary

Northwest Bancshares, Inc. reported that Chief Legal Counsel and Corporate Secretary Erin Freund acquired 10,197 shares of Northwest Bancshares common stock as a grant or award, at a stated price of $0.00 per share. After this award, Freund directly holds 26,715.199 shares. One third of this grant of RSU shares will vest each year beginning March 13, 2027, and on each March 13 through March 13, 2029. The filing also notes dividend equivalent rights accrued on previously granted RSUs, which follow the same terms and conditions as the underlying RSUs.

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

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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^*

Siegfried Erin Freund

(Last) (First) (Middle)

3 EASTON OVAL

SUITE 500

(Street)

COLUMBUS OH 43219

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Northwest Bancshares, Inc. [ NWBI ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Legal Counsel /Corp Sec

3. Date of Earliest Transaction (Month/Day/Year)
03/13/2026

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
Northwest Bancshares, Inc. Common Stock	03/13/2026		A		10,197(1)	A	$0	26,715.199(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. One third of this grant of RSU shares will vest each year beginning March 13, 2027 and on each March 13th thereafter through March 13, 2029.

2. Represents dividend equivalent rights accrued on RSUs previously granted to the reporting person. Dividend equivalent rights are subject to the same terms and conditions as the underlying RSUs.

Remarks:

	/s/ Erin F. Siegfried	03/17/2026
	** 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 Northwest Bancshares (NWBI) report for Erin Freund?

Northwest Bancshares reported that Chief Legal Counsel Erin Freund received a grant of 10,197 shares of common stock at a stated price of $0.00 per share. The award is structured as RSUs that vest over three years starting March 13, 2027, subject to the plan’s terms.

How many Northwest Bancshares (NWBI) shares does Erin Freund hold after this Form 4?

After the reported award, Erin Freund directly holds 26,715.199 shares of Northwest Bancshares common stock. This total includes the new 10,197-share grant and reflects her updated direct ownership position as disclosed in the Form 4 insider filing.

How do the RSUs granted to Northwest Bancshares (NWBI) executive Erin Freund vest?

The RSUs granted to Erin Freund vest in three equal installments. One third of the RSU shares vests each year beginning March 13, 2027, and then on March 13, 2028 and March 13, 2029, assuming the vesting conditions under the company’s plan are satisfied.

What are the dividend equivalent rights mentioned in the Northwest Bancshares (NWBI) Form 4?

The filing states that dividend equivalent rights accrued on previously granted RSUs to Erin Freund. These dividend equivalent rights are subject to the same terms and conditions as the underlying RSUs, meaning they generally follow the same vesting and forfeiture provisions as those earlier awards.

Was Erin Freund’s Northwest Bancshares (NWBI) share award a market purchase or compensation grant?

The transaction is characterized as a grant, award, or other acquisition of 10,197 shares at a price of $0.00 per share. This indicates a compensation-related award of RSUs rather than an open-market stock purchase by Erin Freund on an exchange.