PB director reports Form 4 sales totaling 1,100 shares near $63

Rhea-AI Filing Summary

Prosperity Bancshares (PB) reported that a director sold a total of 1,100 shares of common stock on 10/22/2025, executed in multiple trades at weighted-average prices within $62.82–$63.77.

Following these transactions, the director beneficially owned 90,415 shares directly. Indirect holdings included 107,693 shares through a profit sharing plan and 43,500 shares as trustee of a trust for an adult daughter. Additional indirect positions were reported as 2,000 by spouse, 8,820 as trustee of grandchildren’s trust, 3,720 by trust, and 70,070 by 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

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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)
10/22/2025

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	10/22/2025		S		457	D	$63.3997(1)	90,458	D
Common Stock	10/22/2025		S		43	D	$63.87	90,415	D
Common Stock	10/22/2025		S		455	D	$63.3867(2)	107,738	I	By profit sharing plan
Common Stock	10/22/2025		S		45	D	$63.87	107,693	I	By profit sharing plan
Common Stock	10/22/2025		S		92	D	$63.3844(3)	43,508	I	As trustee of SSH trust for adult daughter
Common Stock	10/22/2025		S		8	D	$63.87	43,500	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 $62.83 to $63.76 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 $62.82 to $63.76 inclusive.

3. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $62.84 to $63.77 inclusive.

	/s/ Charlotte M. Rasche, as Attorney in Fact	10/23/2025
	** 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 did Prosperity Bancshares (PB) disclose in this Form 4?

A director sold 1,100 shares of common stock on 10/22/2025 in multiple transactions.

At what prices were PB shares sold by the director?

Trades occurred at weighted-average prices within $62.82–$63.77, as noted in the footnotes.

How many PB shares does the director own directly after the sales?

The director beneficially owned 90,415 shares directly after the reported transactions.

What indirect PB holdings were reported after the transactions?

Indirect holdings included 107,693 via a profit sharing plan and 43,500 as trustee of a trust for an adult daughter.

Were other indirect PB positions disclosed?

Yes. Additional indirect positions were 2,000 by spouse, 8,820 as trustee of grandchildren’s trust, 3,720 by trust, and 70,070 by a limited partnership.

What transaction codes were used for the PB share sales?

The sales were marked with code S, indicating open-market or private sale transactions.