STOCK TITAN

TRICO BANCSHARES (TCBK) CEO details RSU vesting and tax-withheld shares

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

Rhea-AI Filing Summary

TRICO BANCSHARES CEO Richard P. Smith reported routine equity compensation activity involving Restricted Stock Units and related tax withholding. On June 12, 2026, 33% of a Restricted Stock Unit award granted on June 12, 2023, including accumulated dividends, vested and converted into 4,879 Restricted Stock Units tied to common stock at a vesting-date price of $52.64 per share.

To cover tax obligations on this vesting, 2,861 common shares were withheld at $52.64 per share, a non‑market, tax‑withholding disposition rather than an open‑market sale. Following these transactions, Smith directly holds 284,606 common shares. Indirect holdings include 1,113,794 common shares as ESOP trustee, 277.066 common shares held by his spouse, and 42,972.15 common shares held by an ESOP, along with 22,178 remaining Restricted Stock Units.

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Insider SMITH RICHARD P
Role CEO & President
Type Security Shares Price Value
Exercise Restricted Stock Unit 4,879 $0.00 --
Exercise Common Stock 4,879 $0.00 --
Tax Withholding Common Stock 2,861 $52.64 $151K
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Restricted Stock Unit — 22,178 shares (Direct, null); Common Stock — 284,606 shares (Direct, null); Common Stock — 42,972.15 shares (Indirect, By ESOP)
Footnotes (1)
  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 Reflects shares withheld to pay toward tax liability.
RSUs vested 4,879 Restricted Stock Units 33% of RSU award vested on June 12, 2026
Vesting price $52.64 per share Price per share on RSU vesting date June 12, 2026
Shares withheld for taxes 2,861 shares Common shares withheld to pay toward tax liability
Direct common shares after transaction 284,606 shares Direct TCBK common stock held by CEO after Form 4
ESOP trustee indirect holdings 1,113,794 shares Common stock held indirectly as ESOP trustee
Spousal indirect holdings 277.066 shares Common stock held indirectly by spouse
ESOP indirect holdings 42,972.15 shares Common stock held indirectly by ESOP
Remaining RSUs 22,178 Restricted Stock Units RSUs outstanding after June 12, 2026 vesting
Restricted Stock Unit financial
"33% vesting of Restricted Stock Unit award, including accumulated dividends, granted on 6/12/2023."
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.
ESOP financial
"nature_of_ownership: "ESOP Trustee" and "By ESOP" for indirect holdings."
An Employee Stock Ownership Plan (ESOP) is a program that gives employees ownership shares in their company, often as part of their benefits package. It acts like a company-sponsored savings plan, allowing workers to have a stake in the company's success, which can boost motivation and loyalty. For investors, ESOPs can influence company decisions and stock value, making them an important aspect of corporate ownership and governance.
tax liability financial
"Reflects shares withheld to pay toward tax liability."
derivative exercise/conversion financial
"transaction_action: "derivative exercise/conversion" for the RSU conversion into common stock."
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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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)
XDirector10% Owner
XOfficer (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)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock06/12/2026M4,879A(1)284,606D
Common Stock06/12/2026F(2)2,861D$52.64281,745D
Common Stock42,972.15IBy ESOP
Common Stock277.066IBy spouse
Common Stock1,113,794IESOP 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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Unit(1)06/12/2026M4,879 (1) (1)Common Stock4,879$022,178D
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-Fact06/15/2026
** Signature of Reporting PersonDate
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)

FAQ

What insider transaction did TCBK CEO Richard P. Smith report on June 12, 2026?

Richard P. Smith reported vesting of Restricted Stock Units and related tax withholding, not an open-market trade. 4,879 RSUs vested at a price of $52.64 per share, and shares were delivered and partially withheld to satisfy tax obligations.

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

A total of 4,879 Restricted Stock Units vested for Richard P. Smith. These units represent 33% of an RSU award granted on June 12, 2023, including accumulated dividends, and converted into common stock at a vesting-date price of $52.64 per share.

Were any of Richard P. Smith’s TCBK share transactions open-market sales?

No, the disposition involved tax withholding, not open-market sales. 2,861 common shares were withheld to pay toward Smith’s tax liability arising from the RSU vesting, a routine non-market mechanism rather than a discretionary sale into the public market.

What are Richard P. Smith’s direct TCBK share holdings after the Form 4 transactions?

After the reported transactions, Richard P. Smith directly holds 284,606 shares of TRICO BANCSHARES common stock. This direct position reflects the net result of the RSU conversion and the shares withheld to satisfy tax obligations associated with the June 12, 2026 vesting.

What indirect TCBK holdings does Richard P. Smith report on this Form 4?

Smith reports several indirect holdings in TRICO BANCSHARES common stock. These include 1,113,794 shares as ESOP trustee, 277.066 shares held by his spouse, and 42,972.15 shares held by an ESOP, reflecting shares associated with benefit and related ownership structures.

How many TCBK Restricted Stock Units remain outstanding for Richard P. Smith?

Following the June 12, 2026 vesting, Richard P. Smith reports 22,178 Restricted Stock Units outstanding. These RSUs represent additional potential future common shares, subject to their vesting terms and conditions as part of his ongoing equity compensation arrangements.