Prosperity Bancshares (NYSE: PB) director reports multiple stock sales

Rhea-AI Filing Summary

Prosperity Bancshares director Ned S. Holmes reported multiple sales of company common stock on 01/14/2026. The Form 4 shows a total of 1,100 shares sold, including 500 shares held directly at prices of $71.6531 and $72.45, and 500 shares held indirectly through a profit sharing plan at weighted average prices around $71.5913 and $72.45. Additional 100 shares were sold from a trust for an adult daughter at weighted average and specific prices of $71.6836 and $72.45.

After these transactions, Holmes directly holds 84,415 shares. Indirect holdings include 101,693 shares in a profit sharing plan, 42,300 shares as trustee of a trust for an adult daughter, 2,000 shares held by a spouse, 8,820 shares as trustee of a grandchildren's trust, 3,720 shares held by a trust, and 70,070 shares held by a limited partnership. The filing notes that several sale prices are reported as weighted averages, with underlying trade details available on request.

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)
01/14/2026

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	01/14/2026		S		468	D	$71.6531(1)	84,447	D
Common Stock	01/14/2026		S		32	D	$72.45	84,415	D
Common Stock	01/14/2026		S		471	D	$71.5913(2)	101,722	I	By profit sharing plan
Common Stock	01/14/2026		S		29	D	$72.45	101,693	I	By profit sharing plan
Common Stock	01/14/2026		S		96	D	$71.6836(3)	42,304	I	As trustee of SSH trust for adult daughter
Common Stock	01/14/2026		S		4	D	$72.45	42,300	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 $71.245 to $72.02 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 $71.24 to $72.02 inclusive.

3. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $71.36 to $72.00 inclusive.

	/s/ Charlotte M. Rasche, Attorney in Fact	01/14/2026
	** 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 activity did Prosperity Bancshares (PB) report in this Form 4?

The Form 4 reports that director Ned S. Holmes was involved in several sales of Prosperity Bancshares common stock on 01/14/2026, across both directly and indirectly held shares.

How many Prosperity Bancshares (PB) shares were sold in total on 01/14/2026?

The Form 4 shows that entities associated with Ned S. Holmes, including direct holdings and various plans and trusts, sold a combined 1,100 shares of Prosperity Bancshares common stock on 01/14/2026.

At what prices were the Prosperity Bancshares (PB) shares sold?

Reported sale prices include specific prices such as $72.45 per share and weighted average prices like $71.6531, $71.5913, and $71.6836. Footnotes state that underlying trades occurred in ranges including $71.24 to $72.02.

How many Prosperity Bancshares (PB) shares does Ned S. Holmes hold after these transactions?

After the reported sales, Ned S. Holmes directly holds 84,415 shares. Indirect holdings include 101,693 shares in a profit sharing plan, 42,300 shares as trustee for an adult daughter, 2,000 shares held by a spouse, 8,820 shares as trustee of a grandchildren's trust, 3,720 shares held by a trust, and 70,070 shares held by a limited partnership.

How are the indirect Prosperity Bancshares (PB) holdings of Ned S. Holmes structured?

Indirect holdings reported for Ned S. Holmes include shares held by a profit sharing plan, as trustee of a trust for an adult daughter, by a spouse, as trustee of a grandchildren's trust, by a trust, and by a limited partnership, each with separately listed share amounts.

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

The footnotes explain that some reported prices are weighted averages, with the shares sold in multiple transactions within ranges such as $71.245 to $72.02. Detailed trade-by-trade prices are available upon request from Prosperity Bancshares, its security holders, or SEC staff.