[Form 4] PROSPERITY BANCSHARES INC Insider Trading Activity

Rhea-AI Filing Summary

Ned S. Holmes, a director of Prosperity Bancshares, reported multiple open-market sales of the issuer's common stock on 09/24/2025. The Form 4 lists three sale transactions: 500 shares sold at a weighted-average price of $65.2458, 500 shares sold at a weighted-average price of $65.2487, and 100 shares sold at a weighted-average price of $65.2138. Each weighted-average price covers multiple trades within the ranges disclosed in the footnotes. The filing also discloses the reporting person’s remaining reported beneficial holdings and indirect holdings, including direct beneficial ownership and various indirect positions held through a profit-sharing plan, trusts, spouse, and a limited partnership. The form is signed by Charlotte M. Rasche as attorney-in-fact for the reporting person.

Insights

Securities Analyst

TL;DR: Director Ned Holmes executed modest open-market sales totaling 1,100 shares on 09/24/2025; holdings and indirect interests remain disclosed.

The Form 4 reports three separate sale transactions totaling 1,100 shares sold on the same date with weighted-average prices disclosed for each line. The filing clearly specifies multiple categories of indirect ownership (profit sharing plan, trustee roles, spouse, trusts, limited partnership) and provides post-transaction beneficial ownership figures on each reported line. This is a routine Section 16 disclosure of insider selling activity; the filing supplies transaction prices as weighted averages and commits to furnish trade-level details on request. The disclosure is complete for the transactions reported and follows Form 4 requirements.

Corporate Governance Expert

TL;DR: Insider sales were disclosed properly and include clear identification of indirect interests and trustee roles.

The report identifies the reporting person as a director and enumerates the nature of indirect beneficial ownership across multiple instruments and relationships. Footnotes explain that the reported prices are weighted averages from multiple executions and the filer offers to provide granular trade information if requested. From a governance and disclosure perspective, the Form 4 contains the required elements: reporting person details, transaction dates, codes, amounts, prices (with ranges), and signature by an authorized agent.

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).

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)
09/24/2025

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	09/24/2025		S		500	D	$65.2458(1)	92,415	D
Common Stock	09/24/2025		S		500	D	$65.2487(2)	109,693	I	By profit sharing plan
Common Stock	09/24/2025		S		100	D	$65.2138(3)	43,900	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 $65.00 to $65.43 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 $65.00 to $65.44 inclusive.

3. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $64.995 to $65.41 inclusive.

	/s/ Charlotte M. Rasche, as Attorney in Fact	09/24/2025
	** 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).
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