Prestige Consumer director granted 2,981 RSUs

Kelly John F. reported acquisition or exercise transactions in this Form 4 filing.

Accepted by SEC EDGAR 08/05/2026 - 04:08 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

Kelly John F. reported acquisition or exercise transactions in this Form 4 filing.

Prestige Consumer Healthcare director John F. Kelly received a grant of 2,981 restricted stock units on August 4, 2026, valued at $155,000 using a $52.00 share price under the director compensation program. These RSUs vest on the first anniversary of grant and are settled in common stock upon the earliest of his death, separation, or a change in control, after which his reported direct holdings total 7,832 shares.

Insider Trade Summary

Grant/Award: 2,981 shares

Grant/Award 1 txn

Insider Kelly John F.

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock, par value $0.01 per share F1	2,981	$0.00	$0.00

Holdings After Transaction: Common Stock, par value $0.01 per share — 7,832 shares (Direct)

Holdings Before and After: Common Stock, par value $0.01 per share, 4,851 to 7,832 shares (Direct)

Footnotes (1)

1. F1. The Reporting Person received 2,981 restricted stock units equal to $155,000 divided by the closing stock price of $52.00 on August 4, 2026, in connection with the Issuer's director compensation program. The restricted stock units vest on the first anniversary of grant and will be settled by delivery to the Reporting Person of one share of common stock of the issuer for each vested restricted stock unit promptly following the earliest of (1) the Reporting Person's death, (ii) the Reporting Person's separation or (iii) change in control.

Key Figures

Restricted stock units granted: 2,981 units Grant value: $155,000 Reference stock price: $52.00 per share +2 more

5 metrics

Restricted stock units granted 2,981 units Equity grant to director John F. Kelly on August 4, 2026

Grant value $155,000 Director compensation equity award value used to size RSU grant

Reference stock price $52.00 per share Closing stock price on August 4, 2026 used to calculate RSUs

Shares following transaction 7,832 shares John F. Kelly’s reported direct holdings after the RSU grant

Vesting period 1 year Restricted stock units vest on the first anniversary of grant

Key Terms

restricted stock units, director compensation program, change in control

3 terms

restricted stock units financial

"The Reporting Person received 2,981 restricted stock units equal to $155,000"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

director compensation program financial

"in connection with the Issuer's director compensation program"

change in control financial

"promptly following the earliest of (1) the Reporting Person's death, (ii) the Reporting Person's separation or (iii) change in control"

A "change in control" occurs when the ownership or management of a company shifts significantly, such as through a merger, acquisition, or sale of a large part of its assets. This change can impact how the company is run and may influence its future direction. For investors, it matters because it can affect the company's stability, strategy, and value, often signaling potential changes in investment risk or opportunity.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did PBH report for director John F. Kelly?

Prestige Consumer Healthcare reported a grant of 2,981 restricted stock units to director John F. Kelly. The award is part of the company’s director compensation program and will eventually settle in common stock after vesting and certain triggering events.

How many restricted stock units did PBH’s John F. Kelly receive and what is their value?

John F. Kelly received 2,981 restricted stock units with a stated value of $155,000. The award size was calculated as $155,000 divided by the company’s $52.00 closing stock price on August 4, 2026.

When do the restricted stock units granted to PBH director John F. Kelly vest?

The 2,981 restricted stock units granted to John F. Kelly vest on the first anniversary of the grant date. After vesting, each unit will be settled in one share of Prestige Consumer Healthcare common stock upon specified triggering events.

Under what conditions will PBH settle John F. Kelly’s restricted stock units in common stock?

Each vested restricted stock unit will be settled in one share of common stock upon the earliest of three events: John F. Kelly’s death, his separation, or a change in control of Prestige Consumer Healthcare.

How many Prestige Consumer Healthcare shares does John F. Kelly hold after this Form 4 transaction?

Following this equity award, John F. Kelly’s reported direct holdings total 7,832 shares of Prestige Consumer Healthcare common stock. This figure reflects his position after accounting for the 2,981 restricted stock units associated with the grant.

How was the number of PBH restricted stock units for John F. Kelly determined?

The grant size was set at $155,000 of value, divided by Prestige Consumer Healthcare’s $52.00 closing stock price on August 4, 2026, resulting in 2,981 restricted stock units awarded to director John F. Kelly.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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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).

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^*

Kelly John F.

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/04/2026

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, par value $0.01 per share	08/04/2026		A		2,981(1)	A	$0	7,832	D

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 Reporting Person received 2,981 restricted stock units equal to $155,000 divided by the closing stock price of $52.00 on August 4, 2026, in connection with the Issuer's director compensation program. The restricted stock units vest on the first anniversary of grant and will be settled by delivery to the Reporting Person of one share of common stock of the issuer for each vested restricted stock unit promptly following the earliest of (1) the Reporting Person's death, (ii) the Reporting Person's separation or (iii) change in control.

	/s/ John F. Kelly by Christine Sacco Attorney-in-Fact pursuant to Power of Attorney dated August 7, 2024 on file with the Commission	08/05/2026
	** 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)