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PRK Form 4: Director acquires 345 shares via 2017 LTIP

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Park National Corp (PRK) reported an insider transaction on a Form 4. A director acquired 345 common shares on 10/27/2025 at $0, coded “A,” awarded under the company’s 2017 Long‑Term Incentive Plan for Non‑Employee Directors.

Following the grant, the director directly beneficially owns 13,422.051 shares. Indirect holdings include 6,000 shares in a spouse’s managing agency account, 1,000 shares in a trust for Alex O’Neill, 1,000 shares in a trust for Ellen O’Neill, and 5,000 shares via a custodial agency for Southgate Company Limited Partnership, with beneficial ownership disclaimed as described. The filing notes beneficial ownership figures can differ due to dividend reinvestment plan acquisitions.

Positive

  • None.

Negative

  • None.

Insights

Routine director stock award; modest size, neutral impact.

A PRK director received 345 shares at $0 on 10/27/2025 under the 2017 Non‑Employee Directors LTIP, transaction code “A.” This indicates a non‑cash equity grant typical for board compensation.

Post‑grant direct beneficial ownership is 13,422.051 shares. The filing also lists several indirect positions (spouse account and family trusts, plus a custodial agency holding) with ownership disclaimed where the director lacks a pecuniary interest.

This looks administrative and not thesis‑changing. Actual market impact, if any, depends on future trading decisions, which are not indicated in the excerpt.

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*
ONEILL ROBERT E

(Last) (First) (Middle)
50 N. THIRD STREET

(Street)
NEWARK OH 43055

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
PARK NATIONAL CORP /OH/ [ PRK ]
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)
10/27/2025
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 Shares 10/27/2025 A 345(1) A $0 13,422.051 D(2)
Common Shares 6,000 I Alexa Robinson-O'Neill (spouse) Managing Agency Account(3)
Common Shares 1,000 I By John J. O'Neill Irrevocable Living Trust FBO Alex O'Neill(4)
Common Shares 1,000 I By John J. O'Neill Irrevocable Living Trust FBO Ellen O'Neill(5)
Common Shares 5,000 I By Southgate Company Limited Partnership Custodial Agency(6)
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. Common shares were awarded pursuant to and in accordance with the terms of the Park National Corporation 2017 Long-Term Incentive Plan for Non-Employee Directors (the "2017 Non-Employee Directors LTIP").
2. The number of common shares reported as beneficially owned differs due to shares acquired under Park National Corporation's ("Park") dividend reinvestment plan.
3. The reporting person disclaims beneficial ownership of these common shares, and this report shall not be deemed an admission that the reporting person is the beneficial owner of these common shares for purposes of Section 16 of the Securities Exchange of Act of 1934 or for any other purpose.
4. The reporting person is a co-trustee of the John J. O'Neill Irrevocable Living Trust FBO Alex O'Neill. A member of the reporting person's immediate family is the beneficiary of this trust. The reporting person disclaims beneficial ownership of the Issuer's common shares in which he does not have a pecuniary interest, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such Park common shares for purposes of Section 16 of the Securities Exchange Act of 1934 or for any other purpose.
5. The reporting person is a co-trustee of the John J. O'Neill Irrevocable Living Trust FBO Ellen O'Neill. A member of the reporting person's immediate family is the beneficiary of this trust. The reporting person disclaims beneficial ownership of the Park common shares in which he does not have a pecuniary interest, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such Park common shares for purposes of Section 16 of the Securities Exchange Act of 1934 or for any other purpose.
6. The reporting person is President of Southgate Corporation, which corporation is the general partner of Southgate Company Limited Partnership. The reporting person disclaims beneficial ownership of the Park common shares held in an agency account for Southgate Company Limited Partnership, in which he does not have a pecuniary interest, and this report shall not be deemed an admission that the reporting person is the beneficial owner of these Park common shares for purposes of Section 16 of the Securities Exchange Act of 1934 or for any other purpose.
Remarks:
/s/ Brady T. Burt, Attorney-in-Fact for Robert E. O'Neill 10/29/2025
** 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 Park National (PRK) disclose on this Form 4?

A director acquired 345 common shares on 10/27/2025 via an equity award under the 2017 Non‑Employee Directors LTIP.

At what price were the PRK shares acquired?

The 345 shares were awarded at $0, consistent with a non‑cash equity grant.

How many PRK shares does the insider own directly after the transaction?

Direct beneficial ownership is 13,422.051 shares after the reported transaction.

What indirect PRK holdings are reported?

Indirect positions include 6,000 shares (spouse account), 1,000 (trust for Alex O’Neill), 1,000 (trust for Ellen O’Neill), and 5,000 (custodial agency), with certain holdings disclaimed.

What is the transaction code on the Form 4?

The transaction is coded “A”, indicating an acquisition, typically by award or grant.

What plan governed the share award to the PRK director?

The award was made under the 2017 Long‑Term Incentive Plan for Non‑Employee Directors.
Park National

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