Director at Prosperity Bancshares (PB) sells 1,100 company shares

Rhea-AI Filing Summary

Prosperity Bancshares director Ned S. Holmes reported selling 1,100 shares of common stock in open-market transactions. On 2026-03-04, he sold 500 shares at about $70.0410 per share from a direct holding, and 500 and 100 shares at $70.0316 and $70.0735 per share from indirect accounts. After these sales, he held 80,915 shares directly, 98,193 shares through a profit sharing plan, and 41,600 shares as trustee of a trust for his adult daughter, along with additional indirect holdings of 2,000 shares by his spouse, 8,820 shares in grandchildren's trusts, 3,720 shares by another trust, and 70,070 shares through 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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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)
03/04/2026

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	03/04/2026		S		500	D	$70.041(1)	80,915	D
Common Stock	03/04/2026		S		500	D	$70.0316(2)	98,193	I	By profit sharing plan
Common Stock	03/04/2026		S		100	D	$70.0735(3)	41,600	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 $69.815 to $70.485 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 $69.81 to $70.30 inclusive.

3. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $69.815 to $70.425 inclusive.

	/s/ Charlotte M. Rasche, Attorney in Fact	03/04/2026
	** 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 at Prosperity Bancshares (PB)?

Director Ned S. Holmes reported selling 1,100 shares of Prosperity Bancshares common stock in open-market transactions. The sales occurred on March 4, 2026, and involved both his direct holdings and indirect holdings through a profit sharing plan and a family trust.

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

Ned S. Holmes sold 1,100 Prosperity Bancshares shares. He sold 500 directly at about $70.0410 per share, 500 indirectly via a profit sharing plan at $70.0316, and 100 indirectly as trustee of a trust at $70.0735, all on March 4, 2026.

What are Ned S. Holmes’ remaining direct Prosperity Bancshares (PB) holdings after the Form 4 sales?

After the reported sales, Ned S. Holmes directly holds 80,915 Prosperity Bancshares common shares. This figure reflects his position immediately following the March 4, 2026 open-market sale of 500 directly held shares at a weighted average price of about $70.0410 per share.

What indirect Prosperity Bancshares (PB) holdings does Ned S. Holmes report after these transactions?

Following the transactions, Holmes reports 98,193 shares via a profit sharing plan and 41,600 shares as trustee of a trust for his adult daughter. He also reports 2,000 shares held by his spouse, 8,820 in grandchildren’s trusts, 3,720 by another trust, and 70,070 through a limited partnership.

Were Ned S. Holmes’ Prosperity Bancshares (PB) sales single trades or price-weighted transactions?

The sales were reported at weighted average prices, indicating multiple trades. Footnotes state the shares were sold in numerous transactions within price ranges roughly between $69.81 and $70.485 per share, with the reported prices representing weighted averages for those grouped trades.