Privia Health (PRVA) CFO mounts 13,018-share tax sell-to-cover in Form 4

Rhea-AI Filing Summary

Privia Health Group EVP & CFO David Mountcastle reported routine share dispositions tied to tax withholding. On March 13, 2026, he sold 6,565 shares of common stock at $21.52 per share, and on March 12, 2026, he sold 6,453 shares at $21.90 per share in open-market transactions. A footnote explains these were nondiscretionary “sell to cover” transactions required to satisfy tax withholding obligations from the vesting and settlement of performance stock units. After these transactions, he held 226,804 shares directly and 8,695 shares indirectly through his spouse.

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^*

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)
03/12/2026

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, par value $0.01 per share	03/12/2026		S(1)		6,453	D	$21.9	233,369	D
Common Stock, par value $0.01 per share	03/13/2026		S(1)		6,565	D	$21.52	226,804	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

Explanation of Responses:

1. The sales reported in this Form 4 represents a nondiscretionary sale of shares required to be sold by the Reporting Person pursuant to sell to cover transactions to satisfy tax withholding obligations in connection with the vesting and settlement of performance stock units.

Remarks:

	/s/ Anita Beth Adams, as attorney-in-fact	03/16/2026
	** 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 insider transactions did Privia Health (PRVA) report for CFO David Mountcastle?

David Mountcastle reported two open-market sales totaling 13,018 shares of Privia Health common stock. The sales occurred on March 12 and 13, 2026, and were linked to tax withholding obligations from vested performance stock units rather than discretionary portfolio moves.

At what prices did Privia Health (PRVA) CFO Mountcastle sell his shares?

Mountcastle sold 6,453 shares at $21.90 and 6,565 shares at $21.52 per share. These were open-market transactions executed on March 12 and 13, 2026, specifically to generate cash needed to cover tax withholding from performance stock unit vesting.

Were the Privia Health (PRVA) insider sales by the CFO discretionary trades?

No, the Form 4 notes the CFO’s sales were nondiscretionary “sell to cover” transactions. A footnote explains the shares were required to be sold to satisfy tax withholding obligations arising from the vesting and settlement of performance stock units, rather than elective stock sales.

How many Privia Health (PRVA) shares does CFO David Mountcastle hold after these transactions?

Following the reported sales, Mountcastle directly holds 226,804 Privia Health shares. The filing also shows an additional 8,695 shares held indirectly through his spouse, giving investors context on his remaining ownership stake after the tax-related dispositions.

What is the total number of Privia Health (PRVA) shares sold by the CFO in this Form 4?

The Form 4 shows total sales of 13,018 Privia Health common shares by the CFO. This figure combines 6,453 shares sold at $21.90 and 6,565 shares sold at $21.52, both executed as mandatory sell-to-cover transactions for tax withholding on vested performance stock units.