Peoples Bancorp (PEBO) Form 4: Director Adds Stock via Compensation Plan

Rhea-AI Filing Summary

On 06/30/2025, Peoples Bancorp Inc. (PEBO) director David F. Dierker reported new equity awards under the company’s non-employee director compensation program.

• 429 common shares were acquired at an implied price of $30.54 per share, representing board meeting fees and a quarterly retainer paid in stock.
• 287 deferred stock units were credited to Dierker’s account in the Deferred Compensation Plan for Directors at the same reference price.

Post-transaction holdings stand at 2,396 common shares held directly and 21,667 deferred units held indirectly. No shares were sold. The Form 4, signed 07/02/2025, reflects routine compensation rather than open-market insider buying, but it modestly increases the director’s economic exposure to PEBO.

Positive

• Director increased equity stake, reinforcing alignment with shareholders, albeit in a modest amount.

Negative

• None.

Insights

Securities Analyst

TL;DR — Routine director stock compensation; negligible valuation impact.

The filing shows a standard equity payment to director David Dierker, totaling about $13k in common shares plus deferred units. Because the acquisition is automatic and small relative to PEBO’s market capitalization, market impact is neutral. Still, the absence of sales and incremental ownership increase marginally align board incentives with shareholders. No red flags or material valuation signals are present.

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^*

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)
06/30/2025

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	06/30/2025		A(1)		429	A	$30.54	2,396	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
Deferred Compensation	(2)	06/30/2025		A(1)		287		(2)	(2)	Common Stock	287	$30.54	21,667	I	Deferred Compensation Plan

Explanation of Responses:

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

2. 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.

Remarks:

	/s/ Jason A. Silcott, attorney-in-fact for Mr. Dierker	07/02/2025
	** 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 did PEBO director David Dierker acquire on 06/30/2025?

429 common shares and 287 deferred stock units credited as part of director compensation.

How many PEBO shares does Dierker own after the Form 4 filing?

He holds 2,396 shares directly and 21,667 deferred units indirectly.

At what price were the PEBO equity awards valued?

Both the common shares and deferred units were recorded at $30.54 per share.

Did the Form 4 disclose any sale of PEBO stock?

No, the filing shows only acquisitions; no shares were sold.

When was the PEBO Form 4 signed and filed?

The document was signed on 07/02/2025 and covers transactions on 06/30/2025.