Prosperity Bancshares (PB) director logs stock sales and holdings update

Rhea-AI Filing Summary

Prosperity Bancshares Inc. reported that one of its directors sold common stock in several small transactions. On December 24, 2025, the director sold 500 shares of common stock at a weighted average price of $70.9609, another 500 shares at a weighted average price of $70.9626 through a profit sharing plan, and 100 shares at a weighted average price of $71.0029 as trustee of a trust for an adult daughter. The filing notes these prices reflect weighted averages of multiple trades within stated ranges around $70.63–$71.11.

After these sales, the director beneficially owns 85,915 shares directly and 103,193 shares through a profit sharing plan. Additional indirect holdings include 42,600 shares as trustee for an adult daughter, 2,000 shares held by a spouse, 8,820 shares as trustee of grandchildren's trust, 3,720 shares by a trust, and 70,070 shares held through a limited partnership.

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)
12/24/2025

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	12/24/2025		S		500	D	$70.9609(1)	85,915	D
Common Stock	12/24/2025		S		500	D	$70.9626(2)	103,193	I	By profit sharing plan
Common Stock	12/24/2025		S		100	D	$71.0029(3)	42,600	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 $70.63 to $71.10 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 $70.63 to $71.10 inclusive.

3. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $70.76 to $71.11 inclusive.

	/s/ Charlotte M. Rasche, Attorney in Fact	12/29/2025
	** 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) report in this filing?

The filing reports that a director of Prosperity Bancshares Inc. sold small amounts of common stock in multiple transactions on December 24, 2025.

How many Prosperity Bancshares (PB) shares were sold and at what prices?

The director sold 500 shares at a weighted average price of $70.9609, another 500 shares at $70.9626, and 100 shares at $71.0029, each representing weighted average prices over multiple trades.

How many Prosperity Bancshares (PB) shares does the director own after these sales?

After the reported transactions, the director owns 85,915 shares directly and 103,193 shares through a profit sharing plan, plus additional indirect holdings through various trusts and a limited partnership.

What indirect Prosperity Bancshares (PB) holdings are reported for the director?

Indirect beneficial ownership includes 42,600 shares as trustee for an adult daughter, 2,000 shares by a spouse, 8,820 shares as trustee of grandchildren's trust, 3,720 shares by a trust, and 70,070 shares held by a limited partnership.

How are the sale prices for the Prosperity Bancshares (PB) trades described?

The reported prices are weighted average prices. The shares were sold in multiple transactions at prices ranging from about $70.63 to $71.11, as detailed in the footnotes.

What type of security was involved in the Prosperity Bancshares (PB) insider transaction?

The transactions involved Prosperity Bancshares Inc. common stock reported in Table I as non-derivative securities.