Prosperity Bancshares (NYSE: PB) director reports multiple stock sales on Form 4

Rhea-AI Filing Summary

Prosperity Bancshares Inc. reported that one of its directors sold small amounts of company common stock on 12/10/2025. The transactions were open-market sales at weighted average prices generally ranging from about $70 to $72 per share, coded as sales in the filing.

Shares were sold from several types of ownership, including directly held stock, a profit sharing plan, a trust for an adult daughter, and other family or trust-related accounts. After these transactions, the director still beneficially owns tens of thousands of shares across direct and multiple indirect holdings, including positions held by a profit sharing plan, spouse, trusts for grandchildren, 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

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)
12/10/2025

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	12/10/2025		S		1	D	$70.37	87,414	D
Common Stock	12/10/2025		S		441	D	$71.4217(1)	86,973	D
Common Stock	12/10/2025		S		58	D	$72.3(2)	86,915	D
Common Stock	12/10/2025		S		1	D	$70.37	104,692	I	By profit sharing plan
Common Stock	12/10/2025		S		432	D	$71.421(3)	104,260	I	By profit sharing plan
Common Stock	12/10/2025		S		67	D	$72.28(4)	104,193	I	By profit sharing plan
Common Stock	12/10/2025		S		5	D	$70.24	42,895	I	As trustee of SSH trust for adult daughter
Common Stock	12/10/2025		S		85	D	$71.5078(5)	42,810	I	As trustee of SSH trust for adult daughter
Common Stock	12/10/2025		S		10	D	$72.28(4)	42,800	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 $70.96 to $71.875 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 the footnotes 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 $72.10 to $72.50 inclusive.

3. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $70.96 to $71.71 inclusive.

4. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $72.06 to $72.50 inclusive.

5. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $71.05 to $71.96 inclusive.

	/s/ Charlotte M. Rasche, Attorney in Fact	12/11/2025
	** 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) disclose?

A director of Prosperity Bancshares Inc. reported multiple open-market sales of common stock on 12/10/2025, as shown in a Form 4 filing.

At what prices did the Prosperity Bancshares (PB) director sell shares?

The director sold shares at weighted average prices generally between about $70 and $72.50 per share, with detailed price ranges described in the footnotes.

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

Following the reported sales, the director holds 86,915 shares of Prosperity Bancshares common stock in a direct ownership account.

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

Indirect holdings include 104,193 shares via a profit sharing plan, 42,800 shares as trustee of a trust for an adult daughter, 2,000 shares held by a spouse, 8,820 shares as trustee of grandchildren's trust, 3,720 shares by another trust, and 70,070 shares through a limited partnership.

Does the Form 4 for Prosperity Bancshares (PB) involve derivative securities?

No derivative securities are reported; the Form 4 table for derivatives shows no entries, indicating only common stock transactions were disclosed.

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

The footnotes explain that each reported price is a weighted average of multiple trades within specified ranges, and that detailed trade-by-trade pricing is available upon request from the insider.