Prosperity Bancshares (NYSE: PB) director reports small stock sale

Rhea-AI Filing Summary

Prosperity Bancshares Inc. director reports modest stock sales. On 11/26/2025, the reporting person sold a total of 1,100 shares of Prosperity Bancshares common stock in three transactions at weighted average prices of about $69.29 per share. These included 500 shares held directly, 500 shares held through a profit sharing plan, and 100 shares held as trustee of a trust for an adult daughter.

After these sales, the director continues to own 87,915 shares directly and maintains multiple indirect interests, including shares held through a profit sharing plan, several trusts, a spouse’s holdings, and a limited partnership. The prices disclosed are weighted averages for trades executed within relatively narrow ranges around the reported values.

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

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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).

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)
11/26/2025

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	11/26/2025		S		500	D	$69.2888(1)	87,915	D
Common Stock	11/26/2025		S		500	D	$69.289(2)	105,193	I	By profit sharing plan
Common Stock	11/26/2025		S		100	D	$69.2503(3)	43,000	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 $68.70 to $69.51 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 $68.70 to $69.51 inclusive.

3. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $68.51 to $69.51 inclusive.

	/s/ Charlotte M. Rasche, Attorney in Fact	12/01/2025
	** 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 Prosperity Bancshares (PB) disclose?

A director of Prosperity Bancshares Inc. reported selling a total of 1,100 shares of the company’s common stock in three separate transactions on 11/26/2025.

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

The reported sales were executed at weighted average prices of $69.2888, $69.289, and $69.2503 per share, with individual trades occurring within narrow ranges around those levels.

How many Prosperity Bancshares (PB) shares does the director still own directly?

Following the reported transactions, the director beneficially owns 87,915 shares of Prosperity Bancshares common stock in a direct capacity.

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

The director reports indirect ownership through a profit sharing plan, as trustee for a trust for an adult daughter, through a spouse, as trustee of grandchildren’s trusts, and through a limited partnership.

Were the reported Prosperity Bancshares (PB) insider trades executed in multiple lots?

Yes. The filing notes that the reported prices are weighted averages, with the shares sold in multiple transactions within stated price ranges on the trade date.