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Prestige Consumer (NYSE: PBH) EVP receives stock awards, tax shares withheld

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

Rhea-AI Filing Summary

Prestige Consumer Healthcare EVP of Marketing & Sales Adel Mekhail reported equity compensation activity. On May 4, 2026, he acquired 4,014 shares of common stock through settlement of performance stock units that vested based on per share growth goals, and received 3,505 shares of restricted stock.

The company withheld 1,695 shares at $55.31 per share to cover tax obligations, a non‑market disposition. Following these transactions, Mekhail directly owns 23,871 common shares. The restricted stock is scheduled to vest in three equal installments of 1,338 shares on May 4, 2027, May 4, 2028 and May 4, 2029.

Positive

  • None.

Negative

  • None.
Insider Mekhail Adel
Role EVP, Marketing & Sales
Type Security Shares Price Value
Grant/Award Common Stock, par value $0.01 per share 3,505 $0.00 --
Tax Withholding Common Stock, par value $0.01 per share 1,695 $55.31 $94K
Grant/Award Common Stock, par value $0.01 per share 4,014 $0.00 --
Holdings After Transaction: Common Stock, par value $0.01 per share — 23,871 shares (Direct, null)
Footnotes (1)
  1. Reflects the settlement of performance stock units ("PSUs") granted to the reporting person on May 5, 2023, which PSUs vested on May 4, 2026 based on achievement of goals related to per share growth. The Restricted Stock vest in three equal installments of 1,338 each on May 4, 2027, May 4, 2028 and May 4, 2029.
PSU shares settled 4,014 shares Performance stock units vested and settled on May 4, 2026
Restricted stock granted 3,505 shares Restricted stock award reported on May 4, 2026
Shares withheld for taxes 1,695 shares Tax withholding at $55.31 per share
Tax withholding price $55.31 per share Price used for 1,695 withheld shares
Shares held after transactions 23,871 shares Direct common stock ownership following reported transactions
Future vesting installments 1,338 shares each Restricted stock vesting on May 4, 2027, 2028 and 2029
performance stock units ("PSUs") financial
"Reflects the settlement of performance stock units ("PSUs") granted to the reporting person"
per share growth financial
"which PSUs vested on May 4, 2026 based on achievement of goals related to per share growth"
Restricted Stock financial
"The Restricted Stock vest in three equal installments of 1,338 each"
Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.
tax liability financial
"Payment of exercise price or tax liability by delivering securities"
Form 4 Insider Transactions: What Each Field Means →
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).
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*
Mekhail Adel
(Last)(First)(Middle)
660 WHITE PLAINS ROAD
(Street)
TARRYTOWN NEW YORK 10591
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Prestige Consumer Healthcare Inc. [ PBH ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
EVP, Marketing & Sales
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/04/2026		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 Stock, par value $0.01 per share05/04/2026A3,505(1)A$023,871D
Common Stock, par value $0.01 per share05/04/2026F1,695D$55.3122,176D
Common Stock, par value $0.01 per share05/04/2026A(2)4,014A$026,190D
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. Reflects the settlement of performance stock units ("PSUs") granted to the reporting person on May 5, 2023, which PSUs vested on May 4, 2026 based on achievement of goals related to per share growth.
2. The Restricted Stock vest in three equal installments of 1,338 each on May 4, 2027, May 4, 2028 and May 4, 2029.
/s/ Adel Mekhail by William P'Pool as attorney-in-fact pursuant to power of attorney dated May 14, 2019 on file with the Commission05/06/2026
** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did PBH executive Adel Mekhail report on May 4, 2026?

Adel Mekhail reported equity awards and related tax withholding. He acquired 4,014 shares from vested performance stock units and 3,505 restricted stock shares, while 1,695 shares were withheld at $55.31 per share to satisfy tax obligations.

How many Prestige Consumer Healthcare (PBH) shares does Adel Mekhail hold after these transactions?

After the reported transactions, Adel Mekhail directly holds 23,871 shares of Prestige Consumer Healthcare common stock. This figure reflects the net result of performance unit settlement, restricted stock grant, and shares withheld to cover associated tax liabilities.

Were Adel Mekhail’s PBH Form 4 transactions open-market buys or sells?

The transactions were compensation-related, not open-market trades. Mekhail received 4,014 shares from performance stock units and 3,505 restricted stock shares, while 1,695 shares were withheld at $55.31 solely to cover taxes, not as discretionary market sales.

What are the vesting terms of Adel Mekhail’s new PBH restricted stock?

The restricted stock award of 3,505 shares vests over three years. It vests in three equal installments of 1,338 shares on May 4, 2027, May 4, 2028, and May 4, 2029, subject to the award’s standard conditions.

How were PBH performance stock units settled for Adel Mekhail in 2026?

Performance stock units granted on May 5, 2023 settled into shares on May 4, 2026. Based on achievement of per share growth goals, 4,014 shares of Prestige Consumer Healthcare common stock were delivered to Mekhail as part of this PSU vesting.