PROG Holdings (NYSE: PRG) CFO receives new stock awards

Rhea-AI Filing Summary

PROG Holdings, Inc. Chief Financial Officer Brian Garner reported acquiring two grants of common stock. He received a restricted stock award of 15,909 shares at $0.00 per share and an additional 21,706 shares at $37.08 per share as a grant or award.

The restricted stock award is expected to vest in three equal parts on March 2, 2027, 2028 and 2029, subject to the grant agreement. The 21,706 shares relate to performance shares granted in February 2025, which were determined to be earned on February 24, 2026 and are expected to vest in three equal parts on March 2, 2026, 2027 and 2028.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Garner Brian

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	15,909	$0.00	--
Grant/Award	Common Stock	21,706	$37.08	$805K

Holdings After Transaction: Common Stock — 149,132 shares (Direct)

Footnotes (1)

1. Restricted stock award is expected to vest in three equal increments on each of March 2, 2027, 2028 and 2029, subject to the grant agreement between the Issuer and the Reporting Person. Number of shares reported includes 626 shares purchased through the Issuer's Employee Stock Purchase Plan on June 30, 2025 and December 31, 2025. On February 24, 2026, the Compensation Committee of the Issuer's Board of Directors determined these performance shares were earned, based on the level of attainment of various performance goals. These shares, which were granted in February 2025, are expected to vest in three equal increments on each of March 2, 2026, 2027 and 2028, subject to the grant agreement between the Issuer and the Reporting Person.

Form 4 Insider Transactions: What Each Field Means →

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^*

Garner Brian

(Last) (First) (Middle)

256 WEST DATA DR

(Street)

DRAPER UT 84020

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PROG Holdings, Inc. [ PRG ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/24/2026

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	02/24/2026		A		15,909(1)	A	$0	149,132(2)	D
Common Stock	02/24/2026		A		21,706(3)	A	$37.08	170,838	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. Restricted stock award is expected to vest in three equal increments on each of March 2, 2027, 2028 and 2029, subject to the grant agreement between the Issuer and the Reporting Person.

2. Number of shares reported includes 626 shares purchased through the Issuer's Employee Stock Purchase Plan on June 30, 2025 and December 31, 2025.

3. On February 24, 2026, the Compensation Committee of the Issuer's Board of Directors determined these performance shares were earned, based on the level of attainment of various performance goals. These shares, which were granted in February 2025, are expected to vest in three equal increments on each of March 2, 2026, 2027 and 2028, subject to the grant agreement between the Issuer and the Reporting Person.

Remarks:

	/s/ George M. Sewell, by Power of Attorney for Brian Garner	02/26/2026
	** 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.

FAQ

What did PRG CFO Brian Garner report in this Form 4 filing?

Brian Garner reported two stock grants of PROG Holdings common stock. One is a restricted stock award and the other relates to earned performance shares, both classified as grants or awards rather than open-market purchases.

How many PROG Holdings (PRG) shares were granted to the CFO?

The CFO received 15,909 restricted shares at $0.00 per share and 21,706 shares at $37.08 per share. Both entries are reported as grant, award, or other acquisition transactions of common stock.

When do the new restricted stock awards for PRG’s CFO vest?

The restricted stock award for 15,909 shares is expected to vest in three equal increments on March 2, 2027, 2028 and 2029, subject to the terms of the grant agreement between PROG Holdings and the reporting person.

What are the terms of the performance shares granted to PRG’s CFO?

The 21,706 shares stem from performance shares granted in February 2025. On February 24, 2026 they were determined to be earned based on performance goals and are expected to vest in three equal parts on March 2, 2026, 2027 and 2028.

Does the Form 4 mention other PRG shares held by the CFO?

The filing notes the reported holdings include 626 shares purchased through PROG Holdings’ Employee Stock Purchase Plan on June 30, 2025 and December 31, 2025, in addition to the newly reported awards and performance-based shares.

Are the PRG stock transactions by the CFO open-market buys or grants?

Both reported transactions are coded as “A”, meaning grant, award, or other acquisition. They reflect equity compensation and earned performance shares, not open-market purchases or sales of PROG Holdings common stock.