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[Form 4] PROSPERITY BANCSHARES INC Insider Trading Activity

Filing Impact
(Low)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Prosperity Bancshares Inc. (PB) reported insider stock sales by a director. On 11/19/2025, the director sold 500 shares of common stock at a weighted average price of $65.5708, leaving 88,415 shares held directly. On the same date, the director sold another 500 shares at a weighted average price of $65.5979 through a profit sharing plan, after which that plan held 105,693 shares. A further 100 shares were sold at a weighted average price of $65.5735 in a trust for an adult daughter, which then held 43,100 shares.

The director also reports additional indirect holdings, including shares held by a spouse, as trustee for grandchildren’s trust, by another trust, and by a limited partnership. The filing notes that reported prices are weighted averages for multiple trades within stated intraday price ranges.

Positive

  • None.

Negative

  • None.
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
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 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)
11/19/2025
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 11/19/2025 S 500 D $65.5708(1) 88,415 D
Common Stock 11/19/2025 S 500 D $65.5979(2) 105,693 I By profit sharing plan
Common Stock 11/19/2025 S 100 D $65.5735(3) 43,100 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 $65.355 to $65.91 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 $65.475 to $65.91 inclusive.
3. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $65.18 to $65.98 inclusive.
/s/ Charlotte M. Rasche, Attorney in Fact 11/19/2025
** 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 activity did Prosperity Bancshares (PB) report on this Form 4?

The filing reports that a director of Prosperity Bancshares Inc. (PB) sold small amounts of common stock on 11/19/2025 and updated direct and indirect share holdings.

How many Prosperity Bancshares (PB) shares did the director sell on 11/19/2025?

On 11/19/2025, the director sold 500 shares of common stock held directly, 500 shares held through a profit sharing plan, and 100 shares held in a trust for an adult daughter.

What prices were received for the Prosperity Bancshares (PB) shares sold?

The directly held 500 shares were sold at a weighted average of $65.5708, the profit sharing plan’s 500 shares at $65.5979, and the trust’s 100 shares at $65.5735, each based on multiple trades within disclosed price ranges.

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

Following the 11/19/2025 transactions, the director beneficially owns 88,415 shares of Prosperity Bancshares common stock in direct form.

What indirect Prosperity Bancshares (PB) holdings does the director report?

Indirect holdings include 105,693 shares by a profit sharing plan, 43,100 shares as trustee of a trust for an adult daughter, and additional shares held by a spouse, as trustee of grandchildren’s trust, by another trust, and by a limited partnership.

What does the weighted average price disclosure mean in this Prosperity Bancshares (PB) Form 4?

The filing explains that each price in Column 4 is a weighted average price, with the shares sold in multiple transactions within specific intraday price ranges, and detailed trade information is available upon request.
Prosperity Bancshares Inc

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