Prosperity Bancshares (PB) director sells 1,100 shares in open market

Rhea-AI Filing Summary

Prosperity Bancshares director Ned S. Holmes reported selling common stock in multiple small open-market trades. On February 11, 2026, he sold 500 shares directly at a weighted average price of $76.0776, 500 shares held through a profit sharing plan at $76.0742, and 100 shares as trustee of a trust for his adult daughter at $76.0391. After these transactions, he beneficially owned 82,415 shares directly and additional indirect holdings, including 99,693 shares by a profit sharing plan, 41,900 shares as trustee for his daughter’s trust, and further positions held by his spouse, grandchildren’s trust, another trust, and 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

OMB Number:			3235-0287
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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 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)
02/11/2026

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	02/11/2026		S		500	D	$76.0776(1)	82,415	D
Common Stock	02/11/2026		S		500	D	$76.0742(2)	99,693	I	By profit sharing plan
Common Stock	02/11/2026		S		100	D	$76.0391(3)	41,900	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 $75.605 to $76.30 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 $75.55 to $76.36 inclusive.

3. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $75.43 to $76.43 inclusive.

	/s/ Charlotte M. Rasche, Attorney in Fact	02/11/2026
	** 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.

FAQ

What insider transaction did Ned S. Holmes report for Prosperity Bancshares (PB)?

Ned S. Holmes reported selling Prosperity Bancshares common stock in several open-market transactions. On February 11, 2026, he executed three sales totaling 1,100 shares across direct holdings, a profit sharing plan, and a trust for his adult daughter at weighted average prices around $76 per share.

How many Prosperity Bancshares (PB) shares did Ned S. Holmes sell and at what prices?

He sold 500 shares directly at $76.0776, 500 shares held through a profit sharing plan at $76.0742, and 100 shares held as trustee for his adult daughter’s trust at $76.0391. Each reported price is a weighted average reflecting multiple trades within disclosed price ranges.

How many Prosperity Bancshares (PB) shares does Ned S. Holmes own after the reported trades?

After the reported trades, he beneficially owned 82,415 Prosperity Bancshares shares directly. He also reported indirect beneficial ownership through several relationships, including 99,693 shares via a profit sharing plan and 41,900 shares as trustee for his adult daughter’s trust, plus additional family and partnership holdings.

What types of ownership did Ned S. Holmes report for his Prosperity Bancshares (PB) holdings?

He reported both direct and indirect ownership. Directly, he holds common stock in his own name. Indirectly, he reports shares held by a profit sharing plan, by his spouse, as trustee for his adult daughter and grandchildren, by a trust, and by a limited partnership.

What role does Ned S. Holmes hold at Prosperity Bancshares (PB) according to this filing?

Ned S. Holmes is identified as a director of Prosperity Bancshares in this insider report. The filing classifies his relationship to the issuer by checking the Director box, with no officer title or 10% owner status indicated in the provided information.

How are the Prosperity Bancshares (PB) sale prices in Ned S. Holmes’s Form 4 calculated?

Each reported sale price is a weighted average. The footnotes explain that the shares were sold in multiple transactions within specified price ranges, and the single price shown in the table represents the volume-weighted average for those individual trades on February 11, 2026.