OFG Bancorp (OFG) CFO receives 7,650 shares, withholds 2,508 for taxes

Rhea-AI Filing Summary

OFG Bancorp’s Chief Financial Officer Maritza Arizmendi reported equity compensation activity in company stock. On February 2, 2026, she acquired 7,650 shares of common stock at no cost upon settlement of a performance share unit award granted under the company’s incentive plan. On the same date, 2,508 shares were withheld at $41.26 per share to cover related taxes on the performance share units. After these transactions, she directly held 63,612 shares of OFG Bancorp common 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

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^*

Arizmendi Maritza

(Last) (First) (Middle)

PO BOX 195115

(Street)

SAN JUAN PR 00919-5115

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
OFG BANCORP [ OFG ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/02/2026

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	02/02/2026		A		7,650(1)	A	(2)	66,120	D
Common Stock	02/02/2026		F		2,508(3)	D	$41.26	63,612	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. Represent shares of Common Stock received upon settlement of a performance share unit award on February 21, 2023, under the OFG Bancorp Amended and Restated 2007 Omnibus Performance Incentive Plan (the "Plan").

2. Not applicable.

3. Represent shares of Common Stock withheld against Performance Share Units for payment of applicable taxes.

Remarks:

	/s/ Maritza Arizmendi	02/04/2026
	** 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 transactions did OFG (OFG Bancorp) report for its CFO?

OFG Bancorp’s CFO, Maritza Arizmendi, reported equity compensation activity. She received 7,650 common shares from settling performance share units and had 2,508 shares withheld to cover taxes, leaving her with 63,612 directly owned shares of OFG common stock.

How many OFG Bancorp shares did the CFO acquire on February 2, 2026?

On February 2, 2026, OFG Bancorp’s CFO acquired 7,650 common shares. These came from the settlement of a prior performance share unit award granted under OFG Bancorp’s Amended and Restated 2007 Omnibus Performance Incentive Plan.

Why were 2,508 OFG Bancorp shares withheld in the Form 4 filing?

The Form 4 states 2,508 OFG Bancorp common shares were withheld at $41.26 per share. These shares were withheld from performance share units specifically to pay applicable taxes related to the equity award settlement.

What is the CFO’s OFG Bancorp shareholding after the reported transactions?

Following the February 2, 2026 transactions, OFG Bancorp’s CFO directly owns 63,612 common shares. This figure reflects both the 7,650 shares received from performance share units and the 2,508 shares withheld for tax obligations.

Were the OFG Bancorp shares acquired by the CFO a market purchase?

The 7,650 OFG Bancorp shares were not a market purchase. They were issued at no cost upon settlement of a performance share unit award granted under the company’s omnibus performance incentive plan, rather than bought on the open market.

What compensation plan is referenced in the OFG Bancorp Form 4 filing?

The filing references the OFG Bancorp Amended and Restated 2007 Omnibus Performance Incentive Plan. Under this plan, performance share unit awards can settle into common stock, as occurred with the 7,650 shares received by the company’s Chief Financial Officer.