Peapack-Gladstone (PGC) CEO reports RSU exercises, tax withholding and new grants

Rhea-AI Filing Summary

PEAPACK GLADSTONE FINANCIAL CORP President & CEO Douglas L. Kennedy reported multiple equity compensation transactions involving restricted stock units, phantom stock and common shares on March 20, 2026. He exercised derivative awards into a total of 35,429 shares of common stock and received new grants of 16,150 time-based RSUs and 24,225 performance-based RSUs that each convert into common stock upon vesting.

To cover tax obligations from RSU settlements, 3,781 common shares were withheld at a price of $33.18 per share, described as payment of tax liabilities by delivering securities rather than an open-market sale. Following these transactions, he directly holds 41,031.749 common shares and indirectly holds 230,630 common shares through a rabbi trust, plus additional indirect holdings through a 401(k) plan and an employee stock purchase plan. Remaining derivative holdings include 17,534 RSUs that may convert into common stock if performance conditions are met.

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^*

KENNEDY DOUGLAS L

(Last) (First) (Middle)

500 HILLS DRIVE, SUITE 300

PO BOX 700

(Street)

BEDMINSTER NEW JERSEY 07921

(City) (State) (Zip)

UNITED STATES

(Country)

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)
	President & CEO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/20/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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

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	03/20/2026		M		3,896	A	(1)	43,024.749	D
Common Stock	03/20/2026		F(2)		1,993	D	$33.18	41,031.749	D
Common Stock	03/20/2026		M		3,494	A	(3)	44,525.749	D
Common Stock	03/20/2026		F(2)		1,788	D	$33.18	42,737.749	D
Common Stock	03/20/2026		M		3,674	A	(4)	212,533	I	Rabbi Trust(5)
Common Stock	03/20/2026		M		18,097	A	(6)	230,630	I	Rabbi Trust(5)
Common Stock								18,621	I	401(k)
Common Stock								10,893.341	I	Employee Stock Purchase Plan

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	(1)	03/20/2026		M			3,896	(1)	(1)	Common Stock	3,896	(1)	7,793	D
Restricted Stock Units	(7)	03/20/2026		A		16,150		(7)	(7)	Common Stock	16,150	(7)	16,150	D
Restricted Stock Units	(4)	03/20/2026		M			3,674	(4)	(4)	Common Stock	3,674	(4)	3,678	D
Restricted Stock Units	(3)	03/20/2026		M			3,494	(3)	(3)	Common Stock	3,494	(3)	6,990	D
Restricted Stock Units	(6)	03/20/2026		M			18,097	(6)	(6)	Common Stock	18,097	(6)	0	D
Restricted Stock Units	(8)							(8)	(8)	Common Stock	17,534		17,534	D
Restricted Stock Units	(9)	03/20/2026		A		24,225		(9)	(9)	Common Stock	24,225	(9)	24,225	D
Phantom Stock	(10)	03/20/2026		M			3,440	(10)	(10)	Common Stock	3,440	(10)	3,441	D
Phantom Stock	(11)	03/20/2026		M		2,828		(11)	(11)	Common Stock	2,828	(11)	0	D
Phantom Stock	(12)							(12)	(12)	Common Stock	(12)		15,482	D

Explanation of Responses:

1. On March 20, 2025, the reporting person was granted 11,689 restricted stock units (RSUs), vesting in three equal annual installments beginning on March 20, 2026. Upon vesting, each RSU converts into one share of PGC common stock.

2. Shares withheld to satisfy tax withholding obligations arising from settlement of restricted stock units.

3. On March 20, 2023, the reporting person was granted 17,472 restricted stock units (RSUs), vesting in five equal annual installments beginning on March 20, 2024. Upon vesting, each RSU converts into one share of PGC common stock.

4. On March 20, 2022, the reporting person was granted 18,374 restricted stock units (RSUs), vesting in five equal annual installments beginning on March 20, 2024. Upon vesting, each RSU converts into one share of PGC common stock.

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

6. On March 20, 2023, the reporting person was granted 26,208 restricted stock units (RSUs), vesting on the third anniversary of the grant if certain performance conditions are met. Upon vesting, each RSU converts into one share of PGC common stock. 18,097 restricted stock units vested.

7. On March 20, 2026, the reporting person was granted 16,150 restricted stock units (RSUs), vesting in three equal annual installments beginning on March 20, 2027. Upon vesting, each RSU converts into one share of PGC common stock.

8. On March 20, 2025, the reporting person was granted 17,534 restricted stock units (RSUs), vesting on the third anniversary of the grant if certain performance conditions are met. Upon vesting, each RSU converts into one share of PGC common stock.

9. On March 20, 2026, the reporting person was granted 24,225 restricted stock units (RSUs), vesting on the third anniversary of the grant if certain performance conditions are met. Upon vesting, each RSU converts into one share of PGC common stock.

10. On March 20, 2024, the reporting person was granted 10,321 phantom stock shares, vesting in three equal annual installments beginning on March 20, 2025. Upon vesting, each phantom share is the economic equivalent of one share of common stock.

11. On March 20, 2021, the reporting person was granted 14,127 phantom stock shares, vesting in five equal annual installments beginning on March 20, 2022. Upon vesting, each phantom share is the economic equivalent of one share of common stock.

12. On March 20, 2024, the reporting person was granted 15,482 phantom stock shares, vesting on the third anniversary of the grant if certain performance conditions are met. Upon vesting, each phantom share is the economic equivalent of one share of common stock.

	Douglas L. Kennedy	03/24/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transactions did PGC CEO Douglas L. Kennedy report on March 20, 2026?

Douglas L. Kennedy reported exercising equity awards into 35,429 common shares and receiving new restricted stock unit grants. The activity reflects routine equity compensation events, including vesting of prior RSU and phantom stock awards that convert into PGC common stock upon vesting.

How many new restricted stock units did the PGC CEO receive in this Form 4?

He received 16,150 time-based restricted stock units and 24,225 performance-based restricted stock units. Each RSU converts into one share of PGC common stock upon vesting, subject to time-based schedules or performance conditions described in the accompanying footnotes.

Were any of the PGC CEO’s shares sold on the open market in this filing?

No open-market sales are reported. The only dispositions are 3,781 common shares delivered at $33.18 per share to satisfy tax withholding obligations arising from RSU settlements, which the filing describes as payment of tax liabilities by delivering securities.

What common stock holdings does the PGC CEO report after these transactions?

After the reported transactions, Douglas L. Kennedy directly holds 41,031.749 shares of PGC common stock. He also indirectly holds 230,630 common shares through a rabbi trust, plus additional indirect holdings in a 401(k) plan and an employee stock purchase plan.

What derivative equity awards remain outstanding for the PGC CEO after this Form 4?

The remaining derivative position includes 17,534 restricted stock units tied to PGC common stock. These RSUs vest on the third anniversary of the grant if specified performance conditions are met, and each vested unit converts into one share of common stock.

How are phantom stock awards for the PGC CEO treated in this Form 4?

Previously granted phantom stock awards vested and were settled as common stock equivalents, then exercised into common shares. The derivative summary now shows zero remaining phantom stock underlying shares, indicating those phantom positions have been fully settled as of this filing.