Northwest Bancshares (NWBI) Chief Auditor granted 3,227 shares

Rhea-AI Filing Summary

Barnum Carey A. reported acquisition or exercise transactions in this Form 4 filing.

Northwest Bancshares, Inc. reported that Chief Auditor Carey A. Barnum received a grant of 3,227 shares of Northwest Bancshares, Inc. Common Stock as a stock award. The shares were granted at a price of $0.00 per share as part of compensation.

Following this grant, Barnum directly owns 7,686.757 shares of Northwest Bancshares, Inc. Common Stock. According to the filing, this award consists of restricted stock units, with one third of the grant scheduled to vest each year on March 13 from 2027 through 2029.

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
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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^*

Barnum Carey A.

(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 Auditor

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		3,227(1)	A	$0	7,686.757	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.

Remarks:

	Carey A. Barnum by Douglas M. Schosser, Attorney-in-Fact	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).
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FAQ

What insider transaction did Northwest Bancshares (NWBI) report for Carey A. Barnum?

Northwest Bancshares reported that Chief Auditor Carey A. Barnum received a grant of 3,227 shares of common stock at $0.00 per share. The award is structured as restricted stock units that vest over time, reflecting compensation rather than an open-market purchase.

How many Northwest Bancshares (NWBI) shares does Carey A. Barnum hold after this Form 4?

After the reported grant, Carey A. Barnum directly holds 7,686.757 shares of Northwest Bancshares, Inc. common stock. This total includes the 3,227-share award disclosed in the Form 4 and represents his direct ownership position following the transaction.

What is the vesting schedule for Carey A. Barnum’s 3,227-share award at Northwest Bancshares (NWBI)?

The 3,227-share award vests in three equal installments. One third of the restricted stock units will vest on March 13, 2027, with additional one-third portions vesting on March 13, 2028 and March 13, 2029, subject to the award’s standard conditions.

Was Carey A. Barnum’s Northwest Bancshares (NWBI) stock award an open-market purchase?

No, the transaction was reported with code “A,” indicating a grant, award, or other acquisition. The 3,227 shares were granted at $0.00 per share as a restricted stock unit award, meaning they were received as compensation, not bought on the open market.

What role does Carey A. Barnum hold at Northwest Bancshares (NWBI) in this Form 4 filing?

In the Form 4, Carey A. Barnum is identified as an officer of Northwest Bancshares, Inc., serving as Chief Auditor. The reported transaction reflects an equity-based compensation grant tied to his executive role at the company.