Prosperity Bancshares: Holmes sells 1,100 shares

The disclosure also reports post-sale balances for direct shares, a profit-sharing plan and an SSH trust.

Rhea-AI Filing Summary

Prosperity Bancshares Inc. (PB) director Ned S. Holmes reported October 7, 2026 sales of 500 directly held shares, 500 through a profit-sharing plan and 100 as trustee of an SSH trust for his adult daughter, at weighted-average prices of $65.7829, $65.7818 and $65.8112 per share, respectively. The sales were made under a Rule 10b5-1 plan. Reported post-sale balances on October 7, 2026 were 67,115 directly, 82,693 through the plan and 38,500 in that trust. Other holdings reported that date were 2,000 by spouse, 8,820 in grandchildren’s trust, 3,720 by trust and 70,070 by limited partnership.

Insider Trade Summary 10b5-1

Net Seller: 1,100 shares

Net Sell 7 txns

Insider HOLMES NED S

Role Director

Sold 1,100 shs ($72K)

Type	Security	Shares	Price	Value
Sale	Common Stock F1	500	$65.7829	$33K
Sale	Common Stock F2	500	$65.7818	$33K
Sale	Common Stock F3	100	$65.8112	$7K
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 67,115 shares (Direct); Common Stock — 82,693 shares (Indirect, By profit sharing plan); Common Stock — 38,500 shares (Indirect, As trustee of SSH trust for adult daughter); Common Stock — 2,000 shares (Indirect, By spouse); Common Stock — 8,820 shares (Indirect, As trustee of granchildren's trust); Common Stock — 3,720 shares (Indirect, By trust); Common Stock — 70,070 shares (Indirect, By limited partnership)

Footnotes (3)

1. F1. The price reported in Column 4 of is a weighted average price. The shares were sold in multiple transactions at prices ranging from $65.555 to $66.38 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. F2. The price reported in Column 4 of is a weighted average price. The shares were sold in multiple transactions at prices ranging from $65.51 to $66.38 inclusive.
3. F3. The price reported in Column 4 of is a weighted average price. The shares were sold in multiple transactions at prices ranging from $65.62 to $66.38 inclusive.

Key Figures

Direct sale: 500 shares; $65.7829 weighted-average price per share Profit-sharing plan sale: 500 shares; $65.7818 weighted-average price per share SSH trust sale: 100 shares; $65.8112 weighted-average price per share +3 more

6 metrics

Direct sale 500 shares; $65.7829 weighted-average price per share October 7, 2026

Profit-sharing plan sale 500 shares; $65.7818 weighted-average price per share October 7, 2026

SSH trust sale 100 shares; $65.8112 weighted-average price per share October 7, 2026

Direct shares after sale 67,115 shares Reported after the October 7, 2026 sale

Profit-sharing plan shares after sale 82,693 shares Reported after the October 7, 2026 sale

SSH trust shares after sale 38,500 shares Reported after the October 7, 2026 sale

Key Terms

weighted average price, Rule 10b5-1 plan, profit sharing plan

3 terms

weighted average price financial

"is a weighted average price"

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

Rule 10b5-1 plan financial

"sales were made under a Rule 10b5-1 plan"

A Rule 10b5-1 plan is a prearranged, written schedule that lets corporate insiders buy or sell company stock at set times or amounts, even if they later learn material nonpublic information. Think of it like setting an automatic thermostat for trades: it creates a clear record that trades were planned in advance, reducing the risk of insider-trading accusations and helping investors trust that insider transactions are routine rather than based on secret information.

profit sharing plan financial

"By profit sharing plan"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many PB shares did director Ned S. Holmes sell, and at what prices?

Ned S. Holmes, a director of PB, reported sales on October 7, 2026 of 500 directly held shares, 500 through a profit-sharing plan and 100 as trustee of an SSH trust for his adult daughter. The weighted-average prices were $65.7829, $65.7818 and $65.8112 per share, respectively, and the sales were made under a Rule 10b5-1 plan.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 10/08/2026 - 11:10 AM Accepted by SEC EDGAR 10/08/2026 - 11:09 AM Learn about SEC filing dates

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 TEXAS 77478

(City) (State) (Zip)

UNITED STATES

(Country)

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)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
10/07/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	10/07/2026		S		500	D	$65.7829(1)	67,115	D
Common Stock	10/07/2026		S		500	D	$65.7818(2)	82,693	I	By profit sharing plan
Common Stock	10/07/2026		S		100	D	$65.8112(3)	38,500	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 $65.555 to $66.38 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 of is a weighted average price. The shares were sold in multiple transactions at prices ranging from $65.51 to $66.38 inclusive.

3. The price reported in Column 4 of is a weighted average price. The shares were sold in multiple transactions at prices ranging from $65.62 to $66.38 inclusive.

	/s/ Charlotte M. Rasche, Attorney in Fact	10/08/2026
	** 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.
* Form 4: SEC 1474 (03-26)