Peapack-Gladstone (PGC) risk chief sells 5,272 shares, shifts to indirect and award-based holdings

Rhea-AI Filing Summary

Peapack-Gladstone Financial Corporation EVP & Chief Risk Officer Maureen Hemhauser reported a sale of company stock. On February 9, 2026, she sold 5,272 shares of Peapack-Gladstone common stock at $35.585 per share, reducing her directly held common stock to zero.

She continues to have indirect ownership of common shares through a rabbi trust and a 401(k) plan, and also holds several blocks of restricted stock units and phantom stock, each generally tied one-for-one to Peapack-Gladstone common stock and subject to multi-year vesting and, in some cases, performance conditions.

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

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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^*

Hemhauser Maureen

(Last) (First) (Middle)

500 HILLS DRIVE, SUITE 300

PO BOX 700

(Street)

BEDMINSTER NJ 07921

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PEAPACK GLADSTONE FINANCIAL CORP [ PGC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP & Chief Risk Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/09/2026

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	02/09/2026		S		5,272	D	$35.585	0	D
Common Stock								7,876	I	Rabbi Trust(1)
Common Stock								455.46	I	401(k)(2)

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
Restricted Stock Units	(3)							(4)	(4)	Common Stock	4,197		4,197	D
Restricted Stock Units	(3)							(5)	(5)	Common Stock	4,488		4,488	D
Restricted Stock Units	(6)							(7)	(7)	Common Stock	4,549		4,549	D
Phantom Stock	(8)							(9)	(9)	Common Stock	2,853		2,853	D
Phantom Stock	(8)							(10)	(10)	Common Stock	660		660	D
Phantom Stock	(11)							(12)	(12)	Common Stock	1,426		1,426	D

Explanation of Responses:

1. Held indirectly through a rabbi trust pursuant to a non-qualified deferred compensation plan.

2. Includes 401(k) contributions used to purchase PGC stock.

3. Each restricted stock unit represents a contingent right to receive one share of common stock of Peapack-Gladstone Financial Corporation.

4. The restricted stock units vest and settle in stock in three approximately equal installments on each of the first three anniversaries of the grant date.

5. The restricted stock units vest and settle in stock in five approximately equal installments on each of the first five anniversaries of the grant date.

6. Each restricted stock unit represents the right to receive one share of common stock of Peapack-Gladstone Financial Corporation subject to certain performance conditions. The units will cliff vest, after three years, if the conditions are met.

7. The restricted stock units will cliff vest on the third anniversary of the grant date subject to certain performance conditions being satisfied.

8. Each share of phantom stock is the economic equivalent of one share of common stock.

9. The phantom stock is scheduled to vest in three approximately equal installments on each of the first three anniversaries of the grant date.

10. The phantom stock is scheduled to vest in five approximately equal installments on each of the first five anniversaries of the grant date.

11. Each share of phantom stock represents the right to receive the economic equivalent of one share of common stock subject to certain perfomance conditions. The phantom stock will cliff vest , after three years, if the conditions are met.

12. The phantom stock will cliff vest on the third annivesary of the grant date subject to certain performance conditions being satisfied.

	Maureen Hemhauser	02/10/2026
	** 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).
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FAQ

What insider transaction did PGC executive Maureen Hemhauser report?

Maureen Hemhauser reported selling 5,272 shares of Peapack-Gladstone common stock. The sale occurred on February 9, 2026 at a price of $35.585 per share, leaving her with no directly held common shares but ongoing indirect and equity-award interests.

What is Maureen Hemhauser’s role at Peapack-Gladstone Financial (PGC)?

Maureen Hemhauser serves as Executive Vice President and Chief Risk Officer of Peapack-Gladstone Financial Corporation. This senior leadership role includes oversight of the company’s risk management framework, and she is required to report transactions in PGC securities on Form 4 as an officer.

How many Peapack-Gladstone (PGC) shares did Hemhauser hold directly after the sale?

After selling 5,272 shares of Peapack-Gladstone common stock, Hemhauser reported owning zero shares directly. Her remaining exposure to PGC common stock comes through indirect holdings and various restricted stock unit and phantom stock awards, which are subject to vesting conditions.

What indirect Peapack-Gladstone (PGC) holdings does Hemhauser report?

Hemhauser reports indirect ownership of PGC common stock through a rabbi trust under a non-qualified deferred compensation plan and through a 401(k) account. The rabbi trust and 401(k) positions reflect stock-related retirement and deferral arrangements rather than directly held trading shares.

What restricted stock units does the PGC Form 4 show for Hemhauser?

The filing lists several restricted stock unit blocks, each representing the right to receive one share of Peapack-Gladstone common stock. These awards generally vest over three or five years, sometimes cliff vesting after three years, and some grants depend on specified performance conditions being satisfied.

How is phantom stock used in Maureen Hemhauser’s PGC compensation?

Hemhauser holds multiple phantom stock awards, each economically equivalent to one PGC common share. These units vest over multi-year schedules, either in installments or via cliff vesting after three years, often contingent on performance conditions, and are designed to mirror the value of PGC stock without issuing actual shares immediately.