PEBO Form 4: CFO Kathryn Bailey Acquires 58.85 Shares Under ESPP

Rhea-AI Filing Summary

Kathryn M. Bailey, EVP and Chief Financial Officer of PEOPLES BANCORP INC (PEBO), reported the purchase of 58.8466 shares of the issuer's common stock on 09/30/2025 at a price of $25.49 per share under an employee stock purchase plan, as indicated by transaction code J(1). Following the purchase the filing shows beneficial ownership of 43,098.4882 shares. The Form 4 was signed on behalf of Ms. Bailey by an attorney-in-fact, Jason A. Silcott, on 10/01/2025.

Positive

• Insider purchase via ESPP indicating executive participation in company equity compensation
• Form 4 filed and signed (via attorney-in-fact), meeting disclosure requirements

Negative

• None.

Insights

Financial Analyst

TL;DR: Insider participation in an ESPP is routine and signals management is using standard compensation channels.

The reported acquisition of 58.8466 shares at $25.49 under an employee stock purchase plan reflects standard executive participation in equity compensation programs. The transaction code J(1) and the explanatory note confirm this was an ESPP purchase rather than a discretionary open-market trade. The reported post-transaction beneficial ownership of 43,098.4882 shares provides a snapshot of the insider's holdings but without company-wide share count or market context the absolute dollar impact is not assessable from this filing alone. Timing and the use of an attorney-in-fact for signature are procedural details consistent with routine insider reporting.

Corporate Governance Expert

TL;DR: The Form 4 shows compliant disclosure of a routine ESPP purchase by a named executive officer.

The filing documents required Section 16 disclosure: the reporting person is identified as EVP and Chief Financial Officer and the acquisition is explicitly tied to an employee stock purchase plan per the explanatory remark. The presence of a dated signature by an attorney-in-fact indicates the form was executed on the reporting person's behalf, which is permissible when properly authorized. Based solely on the content provided, there are no governance red flags such as delayed reporting beyond the allowed window or ambiguous transaction descriptions.

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

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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).

1. Name and Address of Reporting Person^*

Bailey Kathryn M

(Last) (First) (Middle)

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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
09/30/2025

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	09/30/2025		J(1)		58.8466	A	$25.49	43,098.4882	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. Shares acquired as a result of participation in an employee stock purchase plan.

Remarks:

	/s/ Jason A. Silcott, attorney-in-fact for Ms. Bailey	10/01/2025
	** 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 transaction did PEOPLES BANCORP (PEBO) CFO Kathryn Bailey report on Form 4?

Ms. Bailey reported the acquisition of 58.8466 shares of PEBO common stock on 09/30/2025 at $25.49 per share under an employee stock purchase plan.

What does transaction code J(1) mean on the Form 4 for PEBO?

The filing shows code J(1) and an explanatory remark stating the shares were acquired as a result of participation in an employee stock purchase plan.

How many PEBO shares does Kathryn Bailey beneficially own after the reported transaction?

The Form 4 reports 43,098.4882 shares beneficially owned following the reported transaction.

Who signed the Form 4 for Kathryn Bailey and when was it signed?

The Form 4 was signed by Jason A. Silcott, attorney-in-fact for Ms. Bailey on 10/01/2025.

Was the reported transaction an open-market trade or part of a company plan?

The explanatory note explicitly states the shares were acquired through an employee stock purchase plan, not as an open-market trade.