NWBI executive shares withheld for RSU taxes

Northwest Bancshares, Inc. executive Urich T. Bowers reported a routine tax-related share disposition.

Rhea-AI Filing Summary

Northwest Bancshares, Inc. executive Urich T. Bowers reported a routine tax-related share disposition. On the vesting of a restricted stock unit, 1,589 shares of common stock were withheld to cover his tax withholding obligation at a reference price of $14.35 per share. Following this non‑market transaction, he directly holds 43,610.523 shares of Northwest Bancshares common stock.

Insider Trade Summary

Exercise Price or Tax Liability: 1,589 shares

Exercise Price or Tax Liability 1 txn

Insider Bowers Urich T

Role Chief Cons. Banking /Strat Off

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Northwest Bancshares, Inc. Common Stock	1,589	$14.35	$23K

Holdings After Transaction: Northwest Bancshares, Inc. Common Stock — 43,610.523 shares (Direct)

Footnotes (2)

1. F1. Reflects shares withheld to satisfy reporting person's tax withholding obligation upon the vesting of a restricted stock unit.
2. F2. 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.

Key Figures

Shares withheld for taxes: 1,589 shares Reference price per share: $14.35 per share Shares held after transaction: 43,610.523 shares

3 metrics

Shares withheld for taxes 1,589 shares Tax withholding on RSU vesting for Urich T. Bowers

Reference price per share $14.35 per share Value used for tax-withholding disposition

Shares held after transaction 43,610.523 shares Direct ownership by Urich T. Bowers following withholding

Key Terms

restricted stock unit, dividend equivalent rights, tax withholding obligation

3 terms

restricted stock unit financial

"Reflects shares withheld to satisfy reporting person's tax withholding obligation upon the vesting of a restricted stock unit."

A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.

dividend equivalent rights financial

"Represents dividend equivalent rights accrued on RSUs previously granted to the reporting person."

Dividend equivalent rights are promises that mirror the cash payments shareholders get from a company’s profits, but they are paid to holders of certain awards (like stock options or restricted stock units) rather than to actual shares. Think of them as a paycheck top‑up that matches dividends while the award is not yet a real stock, and they matter to investors because they add to employee compensation costs and potential share dilution, affecting company profitability and per‑share value.

tax withholding obligation financial

"Reflects shares withheld to satisfy reporting person's tax withholding obligation upon the vesting of a restricted stock unit."

FAQ

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

What insider transaction did Northwest Bancshares (NWBI) report for Urich T. Bowers?

Northwest Bancshares reported that executive Urich T. Bowers had 1,589 shares of common stock withheld. The shares covered his tax obligation when a restricted stock unit vested, rather than representing an open-market sale or discretionary trading activity.

Was the NWBI Form 4 transaction a sale of shares on the open market?

No, the Form 4 shows a tax-withholding disposition, not an open-market sale. Shares were withheld by the company to satisfy Bowers’ tax liability upon RSU vesting, which is a routine, non-discretionary administrative transaction.

How many Northwest Bancshares shares were withheld for taxes in this Form 4?

A total of 1,589 Northwest Bancshares common shares were withheld to cover Bowers’ tax withholding obligation. The filing lists a reference price of $14.35 per share for this transaction tied to the vesting of a restricted stock unit.

How many Northwest Bancshares (NWBI) shares does Urich T. Bowers hold after this transaction?

After the tax-withholding disposition, Bowers directly holds 43,610.523 shares of Northwest Bancshares common stock. This figure reflects his remaining direct ownership following the routine withholding of 1,589 shares to satisfy tax obligations on RSU vesting.

What do the footnotes in the NWBI Form 4 say about the RSU transaction?

The footnotes explain that shares were withheld to satisfy Bowers’ tax withholding obligation when a restricted stock unit vested. They also state that dividend equivalent rights on previously granted RSUs are subject to the same terms and conditions as the underlying RSUs.

Does the NWBI Form 4 mention dividend equivalent rights on RSUs?

Yes, the filing states that dividend equivalent rights accrued on previously granted RSUs to Bowers. These dividend equivalent rights follow the same terms and conditions as the underlying restricted stock units, aligning their treatment with the original equity awards.

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

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Accepted by SEC EDGAR 06/22/2026 - 02:30 PM EDT Learn about SEC filing dates

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^*

Bowers Urich T

(Last) (First) (Middle)

3 EASTON OVAL

SUITE 500

(Street)

COLUMBUS OHIO 43219

(City) (State) (Zip)

UNITED STATES

(Country)

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 Cons. Banking /Strat Off

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/18/2026

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
Northwest Bancshares, Inc. Common Stock	06/18/2026		F		1,589(1)	D	$14.35	43,610.523(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. Reflects shares withheld to satisfy reporting person's tax withholding obligation upon the vesting of a restricted stock unit.

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:

	Urich T. Bowers by Douglas M. Schosser, Attorney-in-Fact	06/22/2026
	** 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)