Tax withholding trims Par Pacific (NYSE: PARR) insider share holdings

Rhea-AI Filing Summary

Par Pacific Holdings officer Danielle Mattiussi reported a routine tax-related share disposition. On this Form 4, 483 shares of common stock were withheld by the company at $42.86 per share to cover withholding taxes triggered by the vesting of restricted stock.

After this tax-withholding disposition, Mattiussi directly holds 22,409 shares of Par Pacific common stock. This was not an open-market sale, but an automatic share withholding to satisfy tax obligations associated with equity compensation.

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^*

Mattiussi Danielle

(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		483(1)	D	$42.86	22,409	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 Retail Officer

	/s/ Danielle Mattiussi	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).
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FAQ

What did Par Pacific (PARR) officer Danielle Mattiussi report on this Form 4?

Danielle Mattiussi reported a tax-withholding disposition of 483 Par Pacific common shares. The shares were withheld by the company at $42.86 each to cover taxes due when restricted stock vested, rather than being sold on the open market.

Was this Form 4 transaction a market sale of PARR stock?

No, this transaction was not a market sale of PARR stock. The 483 shares were withheld by Par Pacific to pay withholding tax on vested restricted stock, as described in the footnote, instead of being sold through a stock exchange.

How many Par Pacific (PARR) shares were involved and at what price?

The Form 4 shows 483 shares of Par Pacific common stock were withheld. They are reported at a price of $42.86 per share, representing the value used for the tax-withholding disposition tied to the vesting of restricted shares.

How many PARR shares does Danielle Mattiussi own after this tax-withholding event?

After the tax-withholding disposition, Danielle Mattiussi directly owns 22,409 Par Pacific common shares. This post-transaction holding reflects the reduction of 483 shares that were withheld by the issuer to satisfy the associated tax liability.

What triggered the tax-withholding disposition reported for PARR on this Form 4?

The disposition was triggered by the vesting of restricted shares of Par Pacific common stock. When those restricted shares vested, the issuer withheld 483 shares to cover Mattiussi’s withholding tax liability, as explained in the filing’s footnote disclosure.

What does the F transaction code mean in this Par Pacific Form 4?

The F code indicates shares were disposed to pay an exercise price or tax liability. In this case, it reflects 483 PARR shares withheld by the issuer to satisfy withholding taxes owed when restricted stock vested, rather than an ordinary open-market sale.