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

Rhea-AI Filing Summary

Prosperity Bancshares director Ned S. Holmes reported open-market sales of 1,100 shares of Common Stock on February 25, 2026. The transactions included 500 shares sold directly at $71.3056 per share, 500 shares sold indirectly through a profit sharing plan at $71.3113, and 100 shares sold indirectly as trustee of a trust for his adult daughter at $71.2540. Following these trades, he held 81,415 shares directly, 98,693 shares through the profit sharing plan, and 41,700 shares through the daughter's trust, along with additional indirect holdings reported for 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

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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)
02/25/2026

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	02/25/2026		S		500	D	$71.3056(1)	81,415	D
Common Stock	02/25/2026		S		500	D	$71.3113(2)	98,693	I	By profit sharing plan
Common Stock	02/25/2026		S		100	D	$71.254(3)	41,700	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 $70.85 to $71.69 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 $70.85 to $71.69 inclusive.

3. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $70.72 to $71.69 inclusive.

	/s/ Charlotte M. Rasche, Attorney in Fact	02/26/2026
	** 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)?

Ned S. Holmes reported selling 1,100 shares of Prosperity Bancshares Common Stock in open-market transactions on February 25, 2026. The sales were split among direct holdings, a profit sharing plan, and a trust for his adult daughter, at prices around $71 per share.

How many Prosperity Bancshares (PB) shares did the director sell and at what prices?

He sold a total of 1,100 Common Stock shares: 500 directly at $71.3056, 500 through a profit sharing plan at $71.3113, and 100 as trustee for his adult daughter at $71.2540. Footnotes state these are weighted average prices from multiple trades within reported ranges.

What are Ned S. Holmes’ Prosperity Bancshares (PB) holdings after the reported Form 4 trades?

After the transactions, he held 81,415 shares directly, 98,693 shares through a profit sharing plan, and 41,700 shares as trustee for an adult daughter’s trust. Additional indirect holdings were reported for a spouse, grandchildren’s trust, another trust, and a limited partnership with stated share balances.

Were the Prosperity Bancshares (PB) insider trades executed in the open market?

Yes, the 1,100-share transactions are coded “S” and described as sales in open market or private transactions. The filing notes the reported prices are weighted averages for multiple trades executed within specified price ranges on February 25, 2026.

What indirect ownership interests does Ned S. Holmes report in Prosperity Bancshares (PB)?

He reports indirect ownership through a profit sharing plan, as trustee of a trust for his adult daughter, by his spouse, as trustee of grandchildren’s trust, via another trust, and through a limited partnership. Each indirect position has a separate share balance reported as of February 25, 2026.