STOCK TITAN

Prosperity Bancshares director sells 1,100 shares

A PB director reports pre-planned open-market sales totaling 1,100 shares and discloses several indirect family and partnership holdings.

(Neutral)
(Negative)
Form Type
4

Rhea-AI Filing Summary

PROSPERITY BANCSHARES INC (PB) director Ned S. Holmes reported selling a total of 1,100 shares of common stock on September 2, 2026 in open-market transactions under a Rule 10b5-1 trading plan, at weighted average prices in the low $70s, from direct, profit-sharing plan, and family trust holdings. The filing also reports indirect holdings of 2,000 shares by his spouse, 8,820 shares as trustee of grandchildren's trust, 3,720 shares by another trust, and 70,070 shares held through a limited partnership.

Positive

  • None.

Negative

  • None.
Insider HOLMES NED S
Role Director
Sold 1,100 shs ($79K)
Type Security Shares Price Value
Sale Common Stock F1 270 $71.5293 $19K
Sale Common Stock F2 230 $72.0825 $17K
Sale Common Stock F3 290 $71.5071 $21K
Sale Common Stock F4 210 $72.0138 $15K
Sale Common Stock F5 46 $71.5917 $3K
Sale Common Stock F6 54 $72.0933 $4K
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 69,615 shares (Direct); Common Stock — 85,193 shares (Indirect, By profit sharing plan); Common Stock — 39,000 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 (6)
  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 $70.95 to $71.945 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) through (6) 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 $71.99 to $72.25 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 $70.95 to $71.94 inclusive.
  4. F4. The price reported in Column 4 of is a weighted average price. The shares were sold in multiple transactions at prices ranging from $71.965 to $72.07 inclusive.
  5. F5. The price reported in Column 4 of is a weighted average price. The shares were sold in multiple transactions at prices ranging from $70.92 to $71.92 inclusive.
  6. F6. The price reported in Column 4 of is a weighted average price. The shares were sold in multiple transactions at prices ranging from $71.94 to $72.27 inclusive.
Total shares sold 1,100 shares Common stock sales on September 2, 2026 by director Ned S. Holmes
Direct sale at weighted average price 270 shares at $71.5293 per share Open-market common stock sale on September 2, 2026
Second direct sale at weighted average price 230 shares at $72.0825 per share Open-market common stock sale on September 2, 2026
Profit sharing plan sale 290 shares at $71.5071 per share Indirect sale through a profit sharing plan on September 2, 2026
Additional profit sharing plan sale 210 shares at $72.0138 per share Indirect sale through a profit sharing plan on September 2, 2026
Indirect holding by spouse 2,000 shares Common stock held indirectly by spouse after reported transactions
Indirect holding, grandchildren's trust 8,820 shares Common stock held as trustee of grandchildren's trust after transactions
Indirect holding, limited partnership 70,070 shares Common stock held through a limited partnership after transactions
weighted average price financial
"The price reported in Column 4 of 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.
profit sharing plan financial
"Indirect ownership described as by profit sharing plan"
limited partnership financial
"Indirect ownership described as by limited partnership"
A limited partnership is a legal business structure with two types of partners: at least one general partner who runs the business and bears full legal responsibility, and one or more limited partners who contribute money, share profits, and have liability capped at their investment. For investors, it matters because it separates control from financial exposure — like putting money into a store without managing it — and affects how returns, risks, taxes and transferability of ownership are handled.
trustee financial
"As trustee of SSH trust for adult daughter"
A trustee is a person or institution legally appointed to hold and manage assets or enforce an agreement on behalf of other people (beneficiaries). Think of a trustee as a neutral referee or custodian who must act in the beneficiaries’ best interests, follow the trust or contract rules, and handle distributions, recordkeeping and enforcement. Investors care because a trustworthy trustee protects their rights, ensures promised payments or remedies are delivered, and can influence recoveries if things go wrong.

FAQ

What did Ned S. Holmes report in his latest Form 4 for PB?

He reported selling 1,100 shares of Prosperity Bancshares common stock on September 2, 2026 in open-market transactions under a Rule 10b5-1 trading plan, from a mix of direct, profit-sharing plan, and family trust accounts, and disclosed several indirect shareholdings.

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

He sold 1,100 shares in six transactions: 270 shares at $71.5293, 230 at $72.0825, 290 at $71.5071, 210 at $72.0138, 46 at $71.5917 and 54 at $72.0933, all reported as weighted average prices within stated intraday ranges.

Were Ned S. Holmes’s PB share sales made under a Rule 10b5-1 plan?

Yes. The Form 4 indicates the transactions were effected under a Rule 10b5-1 trading plan, meaning the sales were made pursuant to a pre-arranged trading program rather than discretionary timing on the trade date.

What indirect PB shareholdings for Ned S. Holmes are disclosed in this Form 4?

Indirectly, he reports 2,000 shares held by his spouse, 8,820 shares as trustee of grandchildren's trust, 3,720 shares held by a trust, and 70,070 shares held through a limited partnership, all in Prosperity Bancshares common stock.

Does this PB Form 4 show any derivative securities for Ned S. Holmes?

No. The filing reports only non-derivative common stock transactions and holdings. It does not list any options, warrants, or other derivative securities for Ned S. Holmes in this Form 4.

Which PB accounts were the source of the reported share sales?

Sales came from multiple sources: directly held common stock, shares held in a profit sharing plan, and shares where he acts as trustee of a trust for an adult daughter, with each group reported in separate transaction lines on the Form 4.

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SEC Form 4
FORM 4UNITED 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)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/02/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock09/02/2026S270D$71.5293(1)69,845D
Common Stock09/02/2026S230D$72.0825(2)69,615D
Common Stock09/02/2026S290D$71.5071(3)85,403IBy profit sharing plan
Common Stock09/02/2026S210D$72.0138(4)85,193IBy profit sharing plan
Common Stock09/02/2026S46D$71.5917(5)39,054IAs trustee of SSH trust for adult daughter
Common Stock09/02/2026S54D$72.0933(6)39,000IAs trustee of SSH trust for adult daughter
Common Stock2,000IBy spouse
Common Stock8,820IAs trustee of granchildren's trust
Common Stock3,720IBy trust
Common Stock70,070IBy 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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount 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 $70.95 to $71.945 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) through (6) 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 $71.99 to $72.25 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 $70.95 to $71.94 inclusive.
4. The price reported in Column 4 of is a weighted average price. The shares were sold in multiple transactions at prices ranging from $71.965 to $72.07 inclusive.
5. The price reported in Column 4 of is a weighted average price. The shares were sold in multiple transactions at prices ranging from $70.92 to $71.92 inclusive.
6. The price reported in Column 4 of is a weighted average price. The shares were sold in multiple transactions at prices ranging from $71.94 to $72.27 inclusive.
/s/ Charlotte M. Rasche, Attorney in Fact09/03/2026
** Signature of Reporting PersonDate
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)