Par Pacific (NYSE: PARR) officer reports tax share withholding

Rhea-AI Filing Summary

PAR PACIFIC HOLDINGS, INC. reported an insider equity tax event involving company officer Shawn David Flores. A Form 4 shows that on the vesting of restricted common stock, 1,195 shares were withheld by the issuer to cover withholding tax, at $42.86 per share. After this tax-withholding disposition, Flores directly owns 37,894 shares of Par Pacific 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

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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^*

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)

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

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.

Remarks:

Senior Vice President - Chief Financial Officer

	/s/ Shawn Flores	02/18/2026
	** 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 transaction did Par Pacific (PARR) report for Shawn David Flores?

Par Pacific reported that officer Shawn David Flores had 1,195 common shares withheld by the company to cover tax on vested restricted stock, at $42.86 per share, leaving him with direct ownership of 37,894 common shares after the transaction.

Was the Par Pacific (PARR) Form 4 a market sale of shares?

No, the Form 4 reflects a tax-withholding disposition, not an open-market sale. The company withheld 1,195 common shares from Shawn David Flores to satisfy withholding tax when his restricted stock vested, according to the filing footnote.

How many Par Pacific (PARR) shares were involved in Shawn David Flores’s tax withholding?

The transaction involved 1,195 shares of Par Pacific common stock. These shares were withheld by the issuer to pay withholding tax due upon vesting of restricted stock, based on a transaction price of $42.86 per share reported in the Form 4.

What is Shawn David Flores’s Par Pacific (PARR) share ownership after this Form 4 event?

After the tax-withholding disposition, Shawn David Flores directly owns 37,894 shares of Par Pacific common stock. This figure reflects his direct holdings following the withholding of 1,195 shares for tax purposes on vested restricted stock.

What does transaction code F mean in the Par Pacific (PARR) Form 4?

Transaction code F indicates payment of exercise price or tax liability by delivering securities. Here, it represents shares of Par Pacific common stock withheld by the issuer from Shawn David Flores to cover withholding tax when his restricted stock vested.