Trico director exercises RSUs, gets new grant

TRICO BANCSHARES director Martin Mariani reported equity compensation activity involving Restricted Stock Units (RSUs) and common stock.

Rhea-AI Filing Summary

TRICO BANCSHARES director Martin Mariani reported equity compensation activity involving Restricted Stock Units (RSUs) and common stock. On May 22, 2026, 2,178 RSUs, including accumulated dividends, converted into an equal number of common shares as they vested, at a price per share on the vesting date of $50.68. Following this conversion, Mariani directly held 68,553 common shares.

Separately, on May 21, 2026, Mariani received a new award of 1,646 RSUs, which vest 100% on May 21, 2027. Cash dividends on these RSUs are reinvested in the company’s common stock at fair market value. The per-unit value on the grant date was $50.11, based on the 30-day average closing price of the common stock.

Insider Trade Summary

2,178 shares exercised/converted

Exercise 3 txns

Insider Mariani Martin

Role Director

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Unit	2,178	$0.00	$0.00
Exercise	Common Stock	2,178	$0.00	$0.00
Grant/Award	Restricted Stock Unit	1,646	$0.00	$0.00

Holdings After Transaction: Restricted Stock Unit — 1,646 contracts (Direct); Common Stock — 68,553 shares (Direct)

Footnotes (2)

1. F1. Represents the conversion upon vesting of Restricted Stock Units, including accumulated dividends, into common stock on a one for one basis. RSUs were granted on 5/22/2025. Price per share on vesting date (5/22/2026) is $50.68.
2. F2. Represents a grant of Restricted Stock Unit (RSU) award. 100% of the shares vest on 5/21/27. Cash dividends on RSUs are reinvested in shares of Issuers common stock of the Issuer at fair market value on date of dividend payment. Per unit value on date of grant was $50.11 (based on the 30-day average closing price of Issuers common stock ending 5/21/26).

Key Figures

RSUs vested and converted: 2,178 shares Common shares held after transactions: 68,553 shares New RSU grant: 1,646 units +2 more

5 metrics

RSUs vested and converted 2,178 shares Restricted Stock Units converting into common stock on May 22, 2026

Common shares held after transactions 68,553 shares Direct ownership following RSU conversion

New RSU grant 1,646 units RSU award granted on May 21, 2026, vesting May 21, 2027

Price per share on vesting $50.68 Common stock price per share on May 22, 2026 RSU vesting date

Per-unit value of new RSUs $50.11 Grant-date value based on 30-day average closing price ending May 21, 2026

Key Terms

Restricted Stock Unit, vest, cash dividends, 30-day average closing price

4 terms

Restricted Stock Unit financial

"Represents the conversion upon vesting of Restricted Stock Units, including accumulated dividends, into common stock"

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.

vest financial

"Represents the conversion upon vesting of Restricted Stock Units, including accumulated dividends, into common stock"

A vest is the process by which an employee earns the right to receive certain benefits or ownership interests, such as stock or retirement funds, over time. It’s similar to earning a reward gradually, ensuring that the benefit becomes fully yours only after a set period or meeting specific conditions. This makes it important for investors because it determines when they can actually claim or use those benefits.

cash dividends financial

"Cash dividends on RSUs are reinvested in shares of Issuers common stock"

30-day average closing price financial

"Per unit value on date of grant was $50.11 (based on the 30-day average closing price"

FAQ

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

What insider transactions did TCBK director Martin Mariani report?

Martin Mariani reported a vesting of 2,178 Restricted Stock Units into common stock and a separate grant of 1,646 new RSUs. These transactions reflect equity compensation events, not open-market purchases or sales of TRICO BANCSHARES (TCBK) shares.

How many TRICO BANCSHARES shares does Martin Mariani hold after these Form 4 transactions?

After the reported transactions, Martin Mariani directly holds 68,553 shares of TRICO BANCSHARES common stock. This total reflects the conversion of 2,178 vested RSUs into common shares as disclosed, and represents his direct ownership position after the Form 4 events.

What were the key details of Martin Mariani’s RSU vesting at TCBK?

2,178 Restricted Stock Units vested and converted into common stock on May 22, 2026, including accumulated dividends. The price per share on the vesting date was $50.68, and each RSU converted into one share of TRICO BANCSHARES common stock.

What are the terms of Martin Mariani’s new RSU grant at TRICO BANCSHARES (TCBK)?

Mariani received 1,646 new RSUs that vest 100% on May 21, 2027. Cash dividends on these RSUs are reinvested in TRICO BANCSHARES common stock, and the per-unit grant value was $50.11 based on a 30-day average closing price.

Does Martin Mariani’s Form 4 show any open-market buying or selling of TCBK stock?

The Form 4 shows RSU vesting and a new RSU grant, but no open-market purchases or sales. Transactions coded “M” and “A” indicate derivative exercises and grants, which are typical equity compensation events for TRICO BANCSHARES directors.

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

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Accepted by SEC EDGAR 05/26/2026 - 02:26 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^*

Mariani Martin

(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
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/21/2026

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	05/22/2026		M		2,178	A	(1)	68,553	D

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)	05/22/2026		M			2,178	(1)	(1)	Common Stock	2,178	$0	0	D
Restricted Stock Unit	(2)	05/21/2026		A		1,646		(2)	(2)	Common Stock	1,646	(2)	1,646	D

Explanation of Responses:

1. Represents the conversion upon vesting of Restricted Stock Units, including accumulated dividends, into common stock on a one for one basis. RSUs were granted on 5/22/2025. Price per share on vesting date (5/22/2026) is $50.68.

2. Represents a grant of Restricted Stock Unit (RSU) award. 100% of the shares vest on 5/21/27. Cash dividends on RSUs are reinvested in shares of Issuers common stock of the Issuer at fair market value on date of dividend payment. Per unit value on date of grant was $50.11 (based on the 30-day average closing price of Issuers common stock ending 5/21/26).

Remarks:

	/s/Martin Mariani by Janine Howard, Attorney-in-Fact	05/26/2026
	** 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)