Peoples Bancorp (PEBO) Director Receives 437 Shares as Compensation

Rhea-AI Filing Summary

James Brooke Williams, a director of Peoples Bancorp Inc. (PEBO), reported acquiring 437 shares of the issuer's common stock on 09/30/2025 at a price of $29.99 per share. The filing lists the shares as received as board meeting fees and a quarterly retainer paid in stock for non-employee director compensation. Following the transaction, the form reports 230,634.9 shares beneficially owned and shows direct ownership. The Form 4 was signed by attorney-in-fact Jason A. Silcott on 10/01/2025.

Positive

• Director equity compensation reported, which can align the director's incentives with shareholders.
• Timely and properly executed Form 4 disclosure with attorney-in-fact signature dated 10/01/2025.

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Routine director equity compensation reported; aligns director pay with shareholder interests without indicating material change.

This Form 4 documents a standard non-employee director equity award: 437 shares issued as meeting fees and a quarterly retainer. Such in-kind equity payments are typical governance practice to align directors with shareholders. The filing indicates direct beneficial ownership and provides a specific post-transaction ownership figure, which helps maintain transparency. There are no red flags in the form itself; it is a routine reporting of compensation-related issuance rather than a strategic transaction or insider sale.

Securities Analyst

TL;DR: Transaction size is small and informational; it is not material to company capital structure or valuation.

The reported acquisition of 437 shares at $29.99 is explicitly described as director compensation. The post-transaction beneficial ownership is stated as 230,634.9 shares. Because the transaction reflects compensation issuance rather than a market purchase or sale by an insider, it does not represent a change in insider sentiment about the company’s prospects. The filing is timely and properly executed by an attorney-in-fact, indicating compliance with Section 16 reporting obligations.

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).

1. Name and Address of Reporting Person^*

JAMES BROOKE WILLIAMS

(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)
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		A(1)		437	A	$29.99	230,634.9	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. Represents Board meeting fees and quarterly retainer paid in stock as part of non-employee director compensation.

Remarks:

	/s/ Jason A. Silcott, attorney-in-fact for Ms. James	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

Who filed the Form 4 for PEBO?

The reporting person is James Brooke Williams, identified as a director of Peoples Bancorp Inc.

What transaction was reported on the Form 4 for PEBO?

Acquisition of 437 shares of common stock on 09/30/2025 at a price of $29.99 per share.

Why were the shares issued to the director?

The form states the shares represent board meeting fees and a quarterly retainer paid in stock as non-employee director compensation.

How many shares does the reporting person beneficially own after the transaction?

The Form 4 reports 230,634.9 shares beneficially owned following the reported transaction.

What ownership form is reported for the shares?

The filing indicates direct (D) ownership for the reported shares.