Prosperity Bancshares (NYSE: PB) director discloses insider sales and holdings

Rhea-AI Filing Summary

Prosperity Bancshares Inc. director reports multiple small stock sales. On 12/03/2025, the reporting person sold a total of 1,100 shares of common stock across several accounts, including personal holdings, a profit sharing plan, and trusts. Direct holdings decreased through two sales totaling 500 shares at weighted-average prices of about $69.01 and $70.1045, leaving 87,415 shares owned directly.

Additional 500 shares were sold from a profit sharing plan and 100 shares from a trust for an adult daughter at weighted-average prices near $70. After these transactions, the reporting person still beneficially owns substantial indirect holdings, including 104,693 shares in a profit sharing plan, 42,900 shares in a trust for an adult daughter, and other indirect interests through a spouse, grandchildren’s trust, another trust, and a limited partnership. The prices reported are weighted averages for multiple trades within stated price ranges.

Insider Trade Summary

Net Seller: 1,100 shares ($77,097)

Net Sell 10 txns

Insider HOLMES NED S

Role Director

Sold 1,100 shs ($77K)

Type	Security	Shares	Price	Value
Sale	Common Stock	1	$69.01	$69.01
Sale	Common Stock	499	$70.1045	$35K
Sale	Common Stock	1	$69.01	$69.01
Sale	Common Stock	499	$70.0817	$35K
Sale	Common Stock	5	$69.135	$345.68
Sale	Common Stock	95	$70.1043	$7K
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 87,914 shares (Direct); Common Stock — 105,192 shares (Indirect, By profit sharing plan)

Footnotes (1)

1. The price reported in Column 4 of is a weighted average price. The shares were sold in multiple transactions at prices ranging from $69.725 to $70.30 inclusive. The reporting person undertakes to provide Prosperity Bancshares, any security holder of Prosperity Bancshares or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (1), (2) and (3) to this Form 4. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $69.72 to $70.32 inclusive. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $69.565 to $70.40 inclusive.

Form 4 Insider Transactions: What Each Field Means →

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).

X

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^*

HOLMES NED S

(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
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
12/03/2025

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	12/03/2025		S		1	D	$69.01	87,914	D
Common Stock	12/03/2025		S		499	D	$70.1045(1)	87,415	D
Common Stock	12/03/2025		S		1	D	$69.01	105,192	I	By profit sharing plan
Common Stock	12/03/2025		S		499	D	$70.0817(2)	104,693	I	By profit sharing plan
Common Stock	12/03/2025		S		5	D	$69.135	42,995	I	As trustee of SSH trust for adult daughter
Common Stock	12/03/2025		S		95	D	$70.1043(3)	42,900	I	As trustee of SSH trust for adult daughter
Common Stock								2,000	I	By spouse
Common Stock								8,820	I	As trustee of granchildren's trust
Common Stock								3,720	I	By trust
Common Stock								70,070	I	By limited partnership

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. The price reported in Column 4 of is a weighted average price. The shares were sold in multiple transactions at prices ranging from $69.725 to $70.30 inclusive. The reporting person undertakes to provide Prosperity Bancshares, any security holder of Prosperity Bancshares or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (1), (2) and (3) to this Form 4.

2. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $69.72 to $70.32 inclusive.

3. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $69.565 to $70.40 inclusive.

	/s/ Charlotte M. Rasche, Attorney in Fact	12/04/2025
	** 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 PB director report on this Form 4?

The director of Prosperity Bancshares Inc. (PB) reported selling a total of 1,100 shares of common stock on 12/03/2025 across direct and indirect accounts, including personal holdings, a profit sharing plan, and trusts.

At what prices were Prosperity Bancshares (PB) shares sold by the director?

The reported sales on 12/03/2025 occurred at weighted-average prices around $69.01 and $70.1045 for direct holdings, and around $70.0817 and $70.1043 for indirect holdings, with individual trades executed within stated price ranges near $69.6–$70.4 per share.

How many Prosperity Bancshares (PB) shares does the reporting person still own directly after the sale?

After the reported transactions, the director continues to own 87,415 shares of Prosperity Bancshares common stock directly.

What indirect Prosperity Bancshares (PB) holdings does the insider report?

Indirect beneficial ownership includes 104,693 shares through a profit sharing plan, 42,900 shares as trustee of a trust for an adult daughter, and additional holdings of 2,000 shares by a spouse, 8,820 shares in a grandchildren's trust, 3,720 shares by a trust, and 70,070 shares by a limited partnership.

How are the reported sale prices for PB stock calculated in this insider filing?

The filing explains that the prices in Column 4 are weighted-average prices. The shares were sold in multiple transactions within price ranges, and the reporting person undertakes to provide full trade-by-trade details upon request.

What is the relationship of the reporting person to Prosperity Bancshares (PB)?

The reporting person is identified as a Director of Prosperity Bancshares Inc. and filed the Form 4 as one reporting person.