STOCK TITAN

Director Ned S. Holmes trims Prosperity Bancshares (PB) stake with 1,100-share sale

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

Rhea-AI Filing Summary

Prosperity Bancshares director Ned S. Holmes reported open-market sales totaling 1,100 shares of common stock on April 29, 2026 through a mix of direct and indirect holdings. The reported weighted average sale prices ranged from about $68.12 to $70.74 per share across multiple trades.

After these transactions, Holmes held 79,069 shares directly and continued to hold additional indirect positions, including 40,850 shares as trustee of a trust for an adult daughter, 94,421 shares through a profit sharing plan, and other indirect stakes via a limited partnership, trusts, and his spouse.

Positive

  • None.

Negative

  • None.
Insider HOLMES NED S
Role null
Sold 1,100 shs ($77K)
Type Security Shares Price Value
Sale Common Stock 46 $68.125 $3K
Sale Common Stock 232 $69.1632 $16K
Sale Common Stock 222 $70.347 $16K
Sale Common Stock 272 $69.0425 $19K
Sale Common Stock 228 $70.339 $16K
Sale Common Stock 50 $68.8345 $3K
Sale Common Stock 16 $69.5467 $1K
Sale Common Stock 34 $70.5508 $2K
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 79,069 shares (Direct, null); Common Stock — 94,421 shares (Indirect, By profit sharing plan)
Footnotes (1)
  1. The price reported in Column 4 of is a weighted average price. The shares were sold in multiple transactions at prices ranging from $68.94 to $69.305 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. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $69.945 to $70.645 inclusive. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $68.845 to $69.36 inclusive. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $69.9450 to $70.645 inclusive. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $68.22 to $69.125 inclusive. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $69.305 to $69.795 inclusive. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $70.35 to $70.735 inclusive.
Shares sold 1,100 shares Total common shares sold on April 29, 2026
Sale price range $68.12–$70.74 per share Weighted average price ranges from Form 4 footnotes
Direct holdings after sale 79,069 shares Direct common stock owned after April 29, 2026 trades
Adult daughter’s trust holdings 40,850 shares Held as trustee of SSH trust for adult daughter after trades
Profit sharing plan holdings 94,421 shares Indirectly held by profit sharing plan after sales
Limited partnership holdings 70,070 shares Indirectly held by limited partnership
Grandchildren’s trust holdings 8,820 shares Held as trustee of grandchildren’s trust
Spouse holdings 2,000 shares Indirectly held by spouse
open-market sale financial
"transaction_action": "open-market sale""
An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.
weighted average price financial
"The price reported in Column 4 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
"nature_of_ownership": "By profit sharing plan""
limited partnership financial
"nature_of_ownership": "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
"nature_of_ownership": "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.
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)
04/29/2026
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 Stock04/29/2026S46D$68.12579,069D
Common Stock04/29/2026S232D$69.1632(1)78,837D
Common Stock04/29/2026S222D$70.347(2)78,615D
Common Stock04/29/2026S272D$69.0425(3)94,421IBy profit sharing plan
Common Stock04/29/2026S228D$70.339(4)94,193IBy profit sharing plan
Common Stock04/29/2026S50D$68.8345(5)40,850IAs trustee of SSH trust for adult daughter
Common Stock04/29/2026S16D$69.5467(6)40,834IAs trustee of SSH trust for adult daughter
Common Stock04/29/2026S34D$70.5508(7)40,800IAs 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 $68.94 to $69.305 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 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $69.945 to $70.645 inclusive.
3. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $68.845 to $69.36 inclusive.
4. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $69.9450 to $70.645 inclusive.
5. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $68.22 to $69.125 inclusive.
6. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $69.305 to $69.795 inclusive.
7. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $70.35 to $70.735 inclusive.
/s/ Charlotte M. Rasche, Attorney in Fact04/30/2026
** 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)

FAQ

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

Prosperity Bancshares reported that director Ned S. Holmes sold 1,100 shares of common stock on April 29, 2026. These were open-market sales spread across direct holdings and several indirect entities such as a profit sharing plan and family trusts.

At what prices did Ned S. Holmes sell Prosperity Bancshares (PB) shares?

The filing shows weighted average sale prices for Ned S. Holmes’ trades ranging from about $68.12 to $70.74 per share. Footnotes explain the shares were sold in multiple transactions within narrower price ranges for each reported trade.

How many Prosperity Bancshares (PB) shares does Ned S. Holmes hold directly after the sales?

Following the April 29, 2026 transactions, Ned S. Holmes directly holds 79,069 shares of Prosperity Bancshares common stock. This figure reflects his remaining direct ownership position after the reported open-market sales disclosed in the Form 4 filing.

What indirect Prosperity Bancshares (PB) holdings are reported for Ned S. Holmes?

The Form 4 lists several indirect holdings for Ned S. Holmes, including 40,850 shares as trustee of a trust for an adult daughter, 94,421 shares through a profit sharing plan, and additional shares held via a limited partnership, other trusts, and his spouse.

How many Prosperity Bancshares (PB) shares did the profit sharing plan sell and retain?

A profit sharing plan associated with Ned S. Holmes sold 500 shares of Prosperity Bancshares common stock across two open-market trades. After these sales, the plan held 94,421 shares, according to the post-transaction balance reported in the Form 4.

What do the weighted average price footnotes mean in the Prosperity Bancshares (PB) Form 4?

The footnotes explain that reported prices are weighted averages for multiple trades executed within specified price ranges. They state that individual transactions occurred between defined low and high prices, and that detailed breakdowns are available upon request from Prosperity Bancshares or regulators.