Par Pacific officer gets 13,202-share stock award

PAR PACIFIC HOLDINGS, INC. officer Shawn David Flores reported equity compensation activity in common stock.

Rhea-AI Filing Summary

PAR PACIFIC HOLDINGS, INC. officer Shawn David Flores reported equity compensation activity in common stock. On February 16, 2026, he received a grant/award acquisition of 13,202 shares of common stock at a stated price of $42.86 per share.

On the same date, 1,195 shares and 5,012 shares of common stock were disposed of under code F at $42.86 per share as tax-withholding dispositions, representing shares withheld by the company to cover withholding tax on vesting of restricted and performance-based stock. Following these transactions, Flores directly held reported common stock positions including 37,894 shares, 51,096 shares, and 46,084 shares in the respective lines.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Flores Shawn David

Role See Remarks

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock	1,195	$42.86	$51K
Grant/Award	Common Stock	13,202	$42.86	$566K
Exercise Price or Tax Liability	Common Stock	5,012	$42.86	$215K

Holdings After Transaction: Common Stock — 46,084 shares (Direct)

Footnotes (2)

1. F1. Represents shares of common stock withheld by the Issuer for payment of withholding tax liability incurred upon the vesting of restricted shares of common stock.
2. F2. The shares were granted to the reporting person in connection with the vesting of 8,409 performance share unit awards granted to the reporting person on February 16, 2023, relating to the performance cycle from January 1, 2023, to December 31, 2025.

FAQ

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

What insider transactions did PARR officer Shawn David Flores report?

Shawn David Flores reported a grant of 13,202 shares of Par Pacific common stock and two tax-withholding dispositions totaling 6,207 shares. All transactions occurred on February 16, 2026, at a stated price of $42.86 per share.

Was the Par Pacific (PARR) insider transaction an open-market buy or sell?

The reported Par Pacific transactions were not open-market buys or sells. They included one grant or award of 13,202 shares and two tax-withholding dispositions, where 1,195 and 5,012 shares were withheld to cover tax liabilities on vesting stock awards.

How many Par Pacific (PARR) shares did Flores receive as an award?

Flores received a grant or award of 13,202 Par Pacific common shares on February 16, 2026, at a stated price of $42.86 per share. The award relates to performance share unit awards covering the January 1, 2023 to December 31, 2025 performance cycle.

Why were some Par Pacific (PARR) shares disposed of in Flores’ Form 4/A?

The 1,195 and 5,012 Par Pacific shares coded F were disposed of to satisfy withholding tax obligations. The issuer withheld these shares upon vesting of restricted and performance-based stock, rather than representing discretionary open-market sales by Flores.

What were Flores’ reported Par Pacific share holdings after these transactions?

The filing lists Flores’ direct holdings after each transaction line as 37,894 shares, 51,096 shares, and 46,084 shares of Par Pacific common stock. These amounts correspond to the respective award and tax-withholding disposition entries reported on February 16, 2026.

What do the performance share units in the PARR filing relate to?

The award shares stem from 8,409 performance share unit awards granted on February 16, 2023. These units relate to a performance cycle running from January 1, 2023 through December 31, 2025, and ultimately resulted in the 13,202-share grant reported.

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

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Accepted by SEC EDGAR 02/25/2026 - 08:50 PM 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^*

Flores Shawn David

(Last) (First) (Middle)

825 TOWN AND COUNTRY LANE

SUITE 1500

(Street)

HOUSTON TX 77024

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PAR PACIFIC HOLDINGS, INC. [ PARR ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	See Remarks

3. Date of Earliest Transaction (Month/Day/Year)
02/16/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)
02/18/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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	02/16/2026		F		1,195(1)	D	$42.86	37,894	D
Common Stock	02/16/2026		A		13,202(2)	A	$42.86	51,096	D
Common Stock	02/16/2026		F		5,012(1)	D	$42.86	46,084	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. Represents shares of common stock withheld by the Issuer for payment of withholding tax liability incurred upon the vesting of restricted shares of common stock.

2. The shares were granted to the reporting person in connection with the vesting of 8,409 performance share unit awards granted to the reporting person on February 16, 2023, relating to the performance cycle from January 1, 2023, to December 31, 2025.

Remarks:

Senior Vice President - Chief Financial Officer

	/s/ Shawn Flores	02/25/2026
	** 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.