OFG Bancorp (OFG) retail banking chief gains shares via awards, tax withholding

Rhea-AI Filing Summary

OFG Bancorp’s Chief Retail Banking Officer Mari Evelyn Rodriguez reported routine equity compensation activity. She exercised 717 Restricted Units into the same number of Common Stock shares at no cost and received a grant or award of 717 Common Stock shares, all tied to prior restricted awards.

To cover applicable taxes, 199 Common Stock shares were withheld at a price of $41.39 per share, rather than sold in the open market. After these transactions, Rodriguez directly holds 6,979 shares of OFG Bancorp Common Stock, reflecting a compensation-related increase in ownership.

Insights

Equity compensation analyst

Routine equity award and tax withholding with no open‑market trading.

The transactions show Mari Evelyn Rodriguez converting 717 Restricted Units into Common Stock and receiving 717 shares as a grant under OFG Bancorp’s omnibus incentive plan. These are standard equity compensation mechanics, not discretionary stock purchases.

The disposition of 199 shares at $41.39 is explicitly for tax withholding, meaning the shares cover tax obligations rather than representing a market sale. With 6,979 Common Stock shares held directly after these events and no remaining derivatives listed, this filing reflects routine compensation activity with limited informational value for investors.

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^*

Rodriguez Mari Evelyn

(Last) (First) (Middle)

P.O. 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 Retail Banking Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/10/2026

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	03/10/2026		A		717	A	(1)	7,178	D
Common Stock	03/10/2026		F		199(2)	D	$41.39	6,979	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
Restricted Units(3)	(4)	03/10/2026		M			717	(1)	(1)	Common Stock	717	(1)	5,537	D

Explanation of Responses:

1. Not applicable.

2. Represents shares of Common Stock withheld against Restricted Units for payment of applicable taxes.

3. Awarded pursuant to the OFG Bancorp Amended and Restated 2007 Omnibus Performance Incentive Plan. They represent 33% of a grant of Restricted Units of February 23, 2024.

4. The Restricted Units convert to Common Stock on a one-to-one basis.

Remarks:

	/s /Nilda M. Vazquez-Rodriguez, Attorney-in-Fact for Rodriguez Mari Evelyn	03/12/2026
	** 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 did OFG (OFG Bancorp) executive Mari Evelyn Rodriguez report in this Form 4?

Mari Evelyn Rodriguez, Chief Retail Banking Officer of OFG Bancorp, reported routine equity compensation activity. She exercised 717 Restricted Units into Common Stock, received 717 Common Stock shares as an award, and had 199 shares withheld to pay taxes related to these awards.

Were any of the OFG Bancorp shares in this Form 4 sold on the open market?

No open-market sales were reported. The 199 OFG Bancorp Common Stock shares shown as a disposition were withheld to pay applicable taxes on the restricted unit award, rather than sold at the executive’s discretion in the public market.

How many OFG (OFG Bancorp) shares does Mari Evelyn Rodriguez hold after these transactions?

After these transactions, Mari Evelyn Rodriguez directly holds 6,979 shares of OFG Bancorp Common Stock. This total reflects the restricted unit conversion, the equity award received, and the 199 shares withheld to cover tax liabilities associated with the awards.

What do the 717 Restricted Units in the OFG Bancorp Form 4 represent?

The 717 Restricted Units represent 33% of a grant made on February 23, 2024 under the OFG Bancorp Amended and Restated 2007 Omnibus Performance Incentive Plan. According to the filing, these Restricted Units convert into Common Stock on a one‑to‑one basis when exercised.

What is the significance of the $41.39 price in the OFG Form 4 filing?

The $41.39 figure is the price used for 199 Common Stock shares withheld to satisfy applicable tax obligations. It reflects the value used for the tax-withholding disposition, not an open-market sale price chosen by the executive for trading OFG Bancorp shares.