OFG Bancorp (NYSE: OFG) CRO logs Restricted Units vesting and tax-share withholding

Rhea-AI Filing Summary

OFG Bancorp Chief Risk Officer Cesar A. Ortiz reported routine equity compensation activity. On March 10, 2026, he exercised 717 Restricted Units that convert into Common Stock on a one-for-one basis and received 717 shares of Common Stock as an award under the OFG Bancorp Amended and Restated 2007 Omnibus Performance Incentive Plan, representing 33% of a February 23, 2024 Restricted Units grant. To cover applicable taxes on this vesting, 376 Common Stock shares were withheld at $41.39 per share, which is a tax-withholding disposition rather than an open-market sale. After these transactions, Ortiz directly owned 2,738 Common Stock shares, indicating a modest net increase in his direct holdings from this compensation event.

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^*

Ortiz Cesar A

(Last) (First) (Middle)

PO BOX 195115

(Street)

SAN JUAN PR 00919

(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 Risk 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)	3,114	D
Common Stock	03/10/2026		F		376(2)	D	$41.39	2,738	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)	2,037	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-for-one basis.

Remarks:

	/s /Nilda M. Vazquez-Rodriguez, Attorney-in-Fact for Ortiz Cesar A	03/12/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transactions did OFG (OFG) Chief Risk Officer Cesar Ortiz report?

Cesar Ortiz reported exercising 717 Restricted Units and receiving 717 Common Stock shares as an award. To cover taxes, 376 shares were withheld at $41.39 per share, resulting in a modest net increase in his direct ownership position.

How many OFG Bancorp shares does Cesar Ortiz hold after this Form 4 filing?

Following the reported transactions, Cesar Ortiz directly holds 2,738 shares of OFG Bancorp Common Stock. This reflects his equity position after exercising Restricted Units, receiving the stock award, and having 376 shares withheld to satisfy applicable tax obligations.

Were the OFG (OFG) insider transactions open-market buys or sells?

The reported OFG Bancorp transactions were not open-market buys or sells. They involved exercising 717 Restricted Units into Common Stock and a tax-withholding disposition of 376 shares to cover taxes, all related to a compensation award, not discretionary market trading.

What plan governed Cesar Ortiz’s Restricted Units at OFG Bancorp (OFG)?

The Restricted Units were awarded under the OFG Bancorp Amended and Restated 2007 Omnibus Performance Incentive Plan. The 717 shares reported represent 33% of a Restricted Units grant dated February 23, 2024, which vests and settles in Common Stock.

How do the Restricted Units convert into OFG Bancorp (OFG) Common Stock?

The Restricted Units convert into OFG Bancorp Common Stock on a one-for-one basis. In this filing, 717 Restricted Units were exercised, resulting in 717 Common Stock shares before accounting for 376 shares withheld to pay related tax liabilities.