Trico Bancshares CEO exercises RSUs and withholds shares

Trico Bancshares CEO Richard P. Smith reported the vesting and exercise of 4,879 Restricted Stock Units into an equal number of common shares on June 12, 2026, representing 33% of an award granted June 12, 2023 and including accumulated dividends.

Rhea-AI Filing Summary

Trico Bancshares CEO Richard P. Smith reported the vesting and exercise of 4,879 Restricted Stock Units into an equal number of common shares on June 12, 2026, representing 33% of an award granted June 12, 2023 and including accumulated dividends. Of these, 2,861 shares were delivered at $52.64 per share to pay tax liability. After these transactions, he directly holds 281,745 common shares, with additional indirect holdings through ESOP and family-related accounts.

Insider Trade Summary

4,879 shares exercised/converted

Exercise 6 txns

Insider SMITH RICHARD P

Role CEO & President

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Unit	4,879	$0.00	$0.00
Exercise	Common Stock	4,879	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	2,861	$52.64	$151K
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Restricted Stock Unit — 22,178 contracts (Direct); Common Stock — 281,745 shares (Direct); Common Stock — 42,972.15 shares (Indirect, By ESOP); Common Stock — 277.066 shares (Indirect, By spouse); Common Stock — 1,113,794 shares (Indirect, ESOP Trustee)

Footnotes (2)

1. F1. 33% vesting of Restricted Stock Unit award, including accumulated dividends, granted on 6/12/2023. Price per share on vesting date (6/12/2026) was $52.64
2. F2. Reflects shares withheld to pay toward tax liability.

Key Figures

RSUs vested and converted: 4,879 shares Shares withheld for taxes: 2,861 shares Tax withholding price: $52.64 per share +4 more

7 metrics

RSUs vested and converted 4,879 shares Restricted Stock Units vested and converted to common stock on June 12, 2026

Shares withheld for taxes 2,861 shares Common shares delivered to pay tax liability on June 12, 2026

Tax withholding price $52.64 per share Price per share on vesting date June 12, 2026 for RSU award

Direct common shares held 281,745 shares Post-transaction direct common stock holding of Richard P. Smith

Indirect ESOP holding 42972.1500 shares Common stock held indirectly by ESOP associated with Richard P. Smith

Indirect spouse holding 277.0660 shares Common stock held indirectly by spouse of Richard P. Smith

ESOP Trustee position 1113794.0000 shares Common stock held in capacity as ESOP Trustee

Key Terms

Restricted Stock Unit, accumulated dividends, tax liability, ESOP Trustee

4 terms

Restricted Stock Unit financial

"33% vesting of Restricted Stock Unit award, including accumulated dividends"

A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.

accumulated dividends financial

"33% vesting of Restricted Stock Unit award, including accumulated dividends"

tax liability financial

"Reflects shares withheld to pay toward tax liability."

ESOP Trustee financial

"nature_of_ownership : ESOP Trustee"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did TCBK CEO Richard P. Smith report in this Form 4?

Richard P. Smith reported the vesting and exercise of 4,879 Restricted Stock Units into common stock on June 12, 2026. The event reflects 33% of an RSU award granted June 12, 2023, including accumulated dividends, with part of the shares used to cover taxes.

How many Restricted Stock Units vested for TCBK CEO Richard P. Smith?

On June 12, 2026, 4,879 Restricted Stock Units vested and converted into an equal number of Trico Bancshares common shares. The vesting represents 33% of an RSU award originally granted on June 12, 2023, and includes accumulated dividends as noted in the footnote.

How many TCBK shares were withheld for taxes and at what price?

A total of 2,861 common shares were delivered to pay tax liability at a price of $52.64 per share. This tax-withholding disposition occurred on June 12, 2026, coinciding with the RSU vesting and conversion into common stock.

What is Richard P. Smith’s direct TCBK shareholding after these transactions?

Following the reported RSU vesting and tax withholding, Richard P. Smith directly holds 281,745 shares of Trico Bancshares common stock. This figure reflects his post-transaction position and is reported separately from various indirect holdings associated with ESOP and family accounts.

What indirect TCBK holdings are associated with Richard P. Smith?

Indirect holdings include 42,972.1500 shares held by ESOP, 277.0660 shares held by his spouse, and 1,113,794.0000 shares in his capacity as ESOP Trustee. These positions are reported as indirect ownership, separate from his direct common stock holding.

Was the TCBK CEO’s transaction reported under a Rule 10b5-1 plan?

The Form 4 indicates the Rule 10b5-1 trading plan checkbox is not affirmed. No footnotes state that the RSU vesting or related tax-withholding transactions occurred pursuant to a pre-arranged Rule 10b5-1 trading plan.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 06/15/2026 - 05:13 PM Learn about SEC filing dates

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^*

SMITH RICHARD P

(Last) (First) (Middle)

63 CONSTITUTION DRIVE

(Street)

CHICO CALIFORNIA 95973

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
TRICO BANCSHARES / [ TCBK ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CEO & President

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/12/2026

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	06/12/2026		M		4,879	A	(1)	284,606	D
Common Stock	06/12/2026		F(2)		2,861	D	$52.64	281,745	D
Common Stock								42,972.15	I	By ESOP
Common Stock								277.066	I	By spouse
Common Stock								1,113,794	I	ESOP Trustee

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 Unit	(1)	06/12/2026		M			4,879	(1)	(1)	Common Stock	4,879	$0	22,178	D

Explanation of Responses:

1. 33% vesting of Restricted Stock Unit award, including accumulated dividends, granted on 6/12/2023. Price per share on vesting date (6/12/2026) was $52.64

2. Reflects shares withheld to pay toward tax liability.

Remarks:

	/s/Richard Smith by Janine Howard, Attorney-in-Fact	06/15/2026
	** 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)