Privia Health (PRVA) CFO exercises $2 options, sells 23,887 shares

Rhea-AI Filing Summary

Privia Health Group’s executive vice president and chief financial officer reported an insider transaction involving stock option exercises and a related share sale on 12/12/2025. She exercised stock options at an exercise price of $2 per share, acquiring 23,887 shares of common stock, and then sold 23,887 shares of common stock at a weighted average price of $25.03 per share under a previously adopted Rule 10b5-1 trading plan.

After these transactions, she beneficially owned 172,909 shares of common stock directly and 8,695 shares indirectly through her spouse. She also continued to hold fully vested and exercisable stock options with remaining positions including 17,820, 12,452, 5,501 and 2,866 options, each relating to common stock at a $2 exercise price, with expiration dates ranging from 08/27/2028 to 09/07/2030.

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
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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).

X

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^*

Mountcastle David

(Last) (First) (Middle)

PRIVIA HEALTH GROUP, INC.

950 N. GLEBE RD., SUITE 700

(Street)

ARLINGTON VA 22203

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Privia Health Group, Inc. [ PRVA ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
12/12/2025

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, par value $0.01 per share	12/12/2025		M(1)		23,887	A	$2	196,796	D
Common Stock, par value $0.01 per share	12/12/2025		S(1)		23,887	D	$25.03(2)	172,909	D
Common Stock, $0.01 par value per share								8,695	I	By spouse

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
Stock Option (Right to Purchase)	$2	12/12/2025		M(1)			7,698	(3)	08/27/2028	Common Stock, par value $0.01 per share	7,698	$0	17,820	D
Stock Option (Right to Purchase)	$2	12/12/2025		M(1)			4,792	(3)	03/20/2029	Common Stock, par value $0.01 per share	4,792	$0	12,452	D
Stock Option (Right to Purchase)	$2	12/12/2025		M(1)			3,430	(3)	12/03/2029	Common Stock, par value $0.01 per share	3,430	$0	5,501	D
Stock Option (Right to Purchase)	$2	12/12/2025		M(1)			7,967	(3)	09/07/2030	Common Stock, par value $0.01 per share	7,967	$0	2,866	D

Explanation of Responses:

1. This transaction was effected pursuant to a Rule 10b5-1 trading plan previously adopted by the Reporting Person.

2. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $25.00 to $25.16 per share. The reporting person undertakes to provide to Privia Health Group, Inc., any security holder of Privia Health Group, Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein.

3. All of the stock options are fully vested and exercisable.

Remarks:

	/s/ Anita Beth Adams, as attorney-in-fact	12/16/2025
	** 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 insider transaction did Privia Health Group (PRVA) report?

The executive vice president and chief financial officer of Privia Health Group, Inc. reported exercising stock options and selling common shares on 12/12/2025. She exercised options at $2 per share to acquire 23,887 shares, then sold 23,887 common shares at a weighted average price of $25.03 per share.

How many Privia Health (PRVA) shares does the CFO own after the transaction?

Following the reported transactions, the officer beneficially owned 172,909 shares of Privia Health Group common stock directly and an additional 8,695 shares indirectly, held by her spouse.

Was the Privia Health (PRVA) CFO’s stock sale under a Rule 10b5-1 plan?

Yes. The filing states that the sale was effected pursuant to a previously adopted Rule 10b5-1 trading plan, which is a pre-arranged plan for trading the issuer’s equity securities.

At what prices did the Privia Health (PRVA) CFO exercise and sell shares?

The stock options were exercised at an exercise price of $2 per share. The 23,887 common shares sold were at a weighted average price of $25.03 per share, with individual sale prices ranging from $25.00 to $25.16 per share.

What stock options in Privia Health (PRVA) does the CFO still hold?

The officer continues to hold fully vested and exercisable stock options with remaining positions of 17,820, 12,452, 5,501, and 2,866 options, each with a $2 exercise price, expiring between 08/27/2028 and 09/07/2030.

What role does the reporting person hold at Privia Health Group (PRVA)?

The reporting person is an officer of Privia Health Group, Inc., serving as EVP & Chief Financial Officer.