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Prosperity Bancshares (PB) COO amends filing to show 243,306 direct shares

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4/A

Rhea-AI Filing Summary

Prosperity Bancshares Inc. President and COO Kevin J. Hanigan reported an amended insider transaction related to company common stock. The Form 4/A reflects a grant or award acquisition of 30,000 shares at a price of $0.00 per share. Following this previously reported transaction, Hanigan is shown as directly owning 243,306 shares of Prosperity Bancshares common stock. The amendment clarifies that an earlier Form 4 filing had inadvertently overstated his directly owned shares by 30,000, and this correction updates his recorded direct ownership.

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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*
Hanigan Kevin J

(Last) (First) (Middle)
80 SUGAR CREEK CENTER BLVD.

(Street)
SUGAR LAND TX 77478

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
PROSPERITY BANCSHARES INC [ PB ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
President & COO
3. Date of Earliest Transaction (Month/Day/Year)
10/21/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
10/21/2025
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 10/21/2025 A 30,000 A $0 243,306(1) 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. On October 21, 2025, the reporting person filed a Form 4 which inadvertently overstated the number of shares directly owned following the reported transaction by 30,000 shares. As reported in this amendment, the reporting person directly owned 243,306 shares of common stock following the transaction.
/s/ Charlotte M. Rasche, Attorney in fact 03/04/2026
** 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 Prosperity Bancshares (PB) report for Kevin J. Hanigan?

Prosperity Bancshares reported that President and COO Kevin J. Hanigan received a grant or award of 30,000 shares of common stock at $0.00 per share. This reflects equity-based compensation rather than an open-market purchase of PB stock.

Why did Prosperity Bancshares (PB) file an amended Form 4 for Kevin J. Hanigan?

The amended Form 4 corrects a prior filing that overstated Hanigan’s directly owned shares by 30,000. The amendment clarifies his accurate direct ownership following the grant, updating the recorded insider holdings to the correct post-transaction amount.

How many Prosperity Bancshares (PB) shares does Kevin J. Hanigan directly own after the amendment?

After the corrected reporting, Kevin J. Hanigan is shown as directly owning 243,306 shares of Prosperity Bancshares common stock. This figure reflects his holdings following the previously reported grant of 30,000 shares, as clarified in the amended Form 4 filing.

Was Kevin J. Hanigan’s Prosperity Bancshares (PB) share grant an open-market purchase?

No, the filing describes a grant or award acquisition of 30,000 PB common shares at $0.00 per share. This indicates equity compensation rather than an open-market buy, with the shares awarded under a company plan or agreement.

Does the Prosperity Bancshares (PB) Form 4/A indicate any insider share sales by Kevin J. Hanigan?

The Form 4/A data shows no insider sales for Kevin J. Hanigan. It reports one acquisition transaction through a grant or award of 30,000 common shares, with no dispositions or sell transactions listed in the summarized activity.
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