Peoples Bancorp (PEBO) director amends deferred stock ownership report

Rhea-AI Filing Summary

Peoples Bancorp Inc. reported an amended insider transaction for one of its directors. On March 31, 2025, the director acquired 1 deferred compensation unit linked to 1 share of common stock at a reference price of $29.66 through the company’s Deferred Compensation Plan for Directors.

Following this transaction, the director beneficially owned 22,264 derivative securities, all held indirectly in the Deferred Compensation Plan. The Form 4/A specifically states it is being filed to correct a prior error in the reported number of securities beneficially owned after the transaction.

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).

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^*

Dierker David F

(Last) (First) (Middle)

P.O. BOX 738

138 PUTNAM STREET

(Street)

MARIETTA OH 45750

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PEOPLES BANCORP INC [ PEBO ]

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)
03/31/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)
03/31/2025

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

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
Deferred Compensation	(1)	03/31/2025		A(2)		1		(1)	(1)	Common Stock	1(3)	$29.66	22,264	I	Deferred Compensation Plan

Explanation of Responses:

1. Price, allocation to Insider's account, and shares payable pursuant to the terms and conditions of the Peoples Bancorp Inc. Deferred Compensation Plan for Directors of Peoples Bancorp Inc. and Subsidiaries.

2. Represents Board meeting fees and quarterly retainer paid in stock as part of non-employee director compensation.

3. This amendment is being filed to address an error in the number of securities beneficially owned following the reported transaction.

Remarks:

	/s/ Jason A. Silcott, attorney-in-fact for Mr. Dierker	02/13/2026
	** 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 transaction did Peoples Bancorp Inc (PEBO) report in this Form 4/A?

Peoples Bancorp Inc reported an amended Form 4 for a director who acquired 1 deferred compensation unit tied to 1 share of common stock at a reference price of $29.66, credited under the company’s Deferred Compensation Plan for Directors.

Why did the Peoples Bancorp Inc (PEBO) director receive deferred compensation units?

The director received deferred compensation units as part of non-employee director compensation. The filing explains they represent board meeting fees and a quarterly retainer paid in stock, allocated under the Peoples Bancorp Inc Deferred Compensation Plan for Directors and Subsidiaries.

How many derivative securities does the Peoples Bancorp Inc (PEBO) director now beneficially own?

After the reported transaction, the director beneficially owns 22,264 derivative securities. All of these are held indirectly through the Peoples Bancorp Inc Deferred Compensation Plan for Directors, reflecting accumulated board fees and retainers credited in stock-equivalent units over time.

What correction does this amended Form 4/A for Peoples Bancorp Inc (PEBO) make?

The amended Form 4/A corrects an earlier error in the number of securities beneficially owned after the reported transaction. The company states the purpose is to update the post-transaction holdings figure for the director’s deferred compensation units under the plan.

How is the derivative security structured in the Peoples Bancorp Inc (PEBO) Form 4/A?

The derivative security is described as deferred compensation. Each unit in this case corresponds to 1 share of Peoples Bancorp common stock, with the reported allocation reflecting a price of $29.66, consistent with the terms of the directors’ Deferred Compensation Plan.

Is the Peoples Bancorp Inc (PEBO) director’s ownership direct or indirect in this filing?

The filing shows the director’s 22,264 derivative securities as indirectly owned. The units are held within the Peoples Bancorp Inc Deferred Compensation Plan for Directors, meaning the beneficial interest arises through participation in that plan rather than through direct share ownership.