Prosperity Bancshares (PB) director records 1,100-share open-market sale

Rhea-AI Filing Summary

Prosperity Bancshares director Ned S. Holmes reported selling 1,100 shares of Common Stock in open-market transactions. On March 25, 2026, he sold 500 shares held directly at weighted-average prices around $66.25, and 600 shares held indirectly through a profit sharing plan and a trust for his adult daughter.

Footnotes state the sale prices ranged from $65.99 to $66.83 for these trades. After the sales, Holmes continues to hold 79,415 shares directly, 96,693 shares through a profit sharing plan, and 41,300 shares as trustee for his adult daughter, along with additional indirect holdings by spouse, trusts, 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
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)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/25/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/25/2026		S		500	D	$66.2474(1)	79,415	D
Common Stock	03/25/2026		S		500	D	$66.2513(2)	96,693	I	By profit sharing plan
Common Stock	03/25/2026		S		100	D	$66.1788(3)	41,300	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 $65.99 to $66.83 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 $65.815 to $66.83 inclusive.

3. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $65.835 to $66.51 inclusive.

	/s/ Charlotte M. Rasche, Attorney in Fact	03/25/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transactions did Prosperity Bancshares (PB) director Ned S. Holmes report?

Director Ned S. Holmes reported selling 1,100 shares of Prosperity Bancshares Common Stock in open-market transactions. The sales occurred on March 25, 2026, and involved both directly held shares and shares held through a profit sharing plan and a trust.

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

The reported prices are weighted averages, with sales executed in multiple trades. Footnotes indicate price ranges from $65.99 to $66.83 per share across the disclosed transactions, reflecting typical market execution rather than a single uniform sale price.

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

After the sales, Holmes holds 79,415 shares directly. Indirectly, he holds 96,693 shares through a profit sharing plan and 41,300 shares as trustee for an adult daughter, plus additional indirect positions via spouse, other trusts, and a limited partnership.

Were any Prosperity Bancshares (PB) derivative securities exercised in this Form 4 filing?

No derivative securities were reported as exercised in this filing. All transactions involve non-derivative Common Stock, and the derivative summary shows no option or similar instruments being converted or exercised as part of these March 25, 2026 trades.

Do the Prosperity Bancshares (PB) insider sales appear routine or unusually large?

The filing shows net sales of 1,100 shares, while Holmes continues to hold substantial direct and indirect positions. Based on the remaining reported holdings, these transactions represent a relatively small portion of his overall disclosed Prosperity Bancshares stake.

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

Indirect holdings include shares held by a profit sharing plan, as trustee of a trust for his adult daughter, by his spouse, as trustee of grandchildren’s trust, by another trust, and by a limited partnership, reflecting diversified family and fiduciary ownership structures.