STOCK TITAN

Trico Bancshares (TCBK) EVP nets shares from PSU vesting and tax withholding

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

Rhea-AI Filing Summary

Trico Bancshares EVP and Chief Credit Officer Craig B. Carney reported routine equity compensation activity involving performance stock units and related tax withholding. On June 25, 2026, entries show the exercise of derivative awards covering 4,171 Performance Stock Units and a separate acquisition entry for 4,561 shares of Common Stock, both at a stated price of $0.00 per share. A related disposition of 2,675 Common Stock shares at $53.55 per share was recorded to cover tax liabilities.

Following these transactions, Carney’s reported direct Common Stock holdings are 40,688 shares in one entry and 43,363 shares in another, with additional indirect holdings of 9,898.03 shares through an ESOP and 166.27 shares held by his daughter. Footnotes state that the PSUs vested at 109.36% of target based on total stockholder return relative to the KBW Regional Banking Index.

Positive

  • None.

Negative

  • None.
Insider CARNEY CRAIG B
Role EVP Chief Credit Officer
Type Security Shares Price Value
Exercise Performance Stock Unit 4,171 $0.00 --
Exercise Common Stock 4,561 $0.00 --
Tax Withholding Common Stock 2,675 $53.55 $143K
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Performance Stock Unit — 10,705 shares (Direct, null); Common Stock — 43,363 shares (Direct, null); Common Stock — 9,898.03 shares (Indirect, By ESOP)
Footnotes (1)
  1. Vesting of performance-based stock unit (PSU). Each PSU represented the right to receive 0%-150% of the target number based on the Issuers total stockholder return, relative to the KBW Regional Banking Index (based on an initial grant of PSUs which was reported in the original Form 4 for this grant on 6/12/2023). PSUs vested at 109.36% on certification date June 25,2026. Reflects shares withheld to pay toward tax liability.
Tax-withheld shares 2,675 shares at $53.55 Common Stock shares withheld toward tax liability
PSUs exercised 4,171 units Performance Stock Units exercised into Common Stock
Common shares acquired (M code) 4,561 shares Non-derivative M-code acquisition of Common Stock
Direct holdings (entry 1) 40,688 shares Common Stock directly owned after F-code disposition
Direct holdings (entry 2) 43,363 shares Common Stock directly owned after M-code acquisition
Indirect ESOP holdings 9,898.03 shares Common Stock held indirectly through ESOP
Indirect holdings by daughter 166.27 shares Common Stock held indirectly by daughter
PSU vesting percentage 109.36% PSUs vested vs. target based on total stockholder return
Performance Stock Unit financial
"Performance Stock Unit, transaction_code "M", underlying security Common Stock"
A performance stock unit is a type of reward companies give to employees, usually managers, that depends on how well the company performs over time. If the company hits specific goals, the employee earns shares of stock, like earning a prize for reaching certain levels in a game. It motivates employees to work hard because their rewards are tied to the company's success.
tax liability financial
"Reflects shares withheld to pay toward tax liability."
total stockholder return financial
"based on the Issuers total stockholder return, relative to the KBW Regional Banking Index"
Total stockholder return is the percentage gain or loss an investor would have experienced over a period from both changes in a stock’s price and any cash payouts such as dividends, assuming those payouts are reinvested in the stock. It matters because it shows the complete financial outcome of owning a share — like measuring both a house’s change in sale value and the rent you collected — and lets investors fairly compare performance across companies and time.
KBW Regional Banking Index financial
"relative to the KBW Regional Banking Index (based on an initial grant of PSUs)"
An index that tracks the stock performance of publicly traded regional banks, providing a single-number view of how that segment of the banking industry is doing. Investors use it like a thermometer or speedometer to gauge the health, momentum and market sentiment for regional banks, to compare individual bank stocks or funds against the sector, and to help make portfolio or risk-allocation decisions.
ESOP financial
"total_shares_following_transaction 9898.0300, nature_of_ownership "By ESOP""
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.
withheld to pay toward tax liability financial
"Reflects shares withheld to pay toward tax liability."
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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*
CARNEY CRAIG B

(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
EVP Chief Credit Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/25/2026
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 Stock06/25/2026M4,561A(1)43,363D
Common Stock06/25/2026F2,675(2)D$53.5540,688D
Common Stock9,898.03IBy ESOP
Common Stock166.27IBy daughter
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
Performance Stock Unit(1)06/25/2026M4,171 (1) (1)Common Stock4,171$010,705D
Explanation of Responses:
1. Vesting of performance-based stock unit (PSU). Each PSU represented the right to receive 0%-150% of the target number based on the Issuers total stockholder return, relative to the KBW Regional Banking Index (based on an initial grant of PSUs which was reported in the original Form 4 for this grant on 6/12/2023). PSUs vested at 109.36% on certification date June 25,2026.
2. Reflects shares withheld to pay toward tax liability.
Remarks:
/s/Craig Carney by Janine Howard, Attorney-in-Fact06/26/2026
** 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 did TCBK executive Craig Carney report in this Form 4 filing?

Craig B. Carney, EVP and Chief Credit Officer of Trico Bancshares (TCBK), reported equity compensation activity. He exercised performance-based awards into common shares and had a portion of shares withheld to cover tax liabilities, reflecting routine compensation, not open-market buying or selling.

How many Trico Bancshares shares were used for taxes in Carney’s Form 4?

The filing shows 2,675 shares of Common Stock disposed of at $53.55 per share to pay tax liabilities. Footnotes clarify these shares were withheld specifically toward Carney’s tax obligation, rather than sold as a discretionary open-market transaction.

How many performance stock units vested for TCBK’s Craig Carney?

Carney exercised derivative awards covering 4,171 Performance Stock Units. A footnote explains each PSU could convert based on relative total stockholder return, and that the PSUs ultimately vested at 109.36% of the target number on the June 25, 2026 certification date.

What are Craig Carney’s reported Trico Bancshares share holdings after these transactions?

The Form 4 reports direct holdings of 40,688 and 43,363 Common Stock shares in separate entries. It also shows indirect holdings of 9,898.03 shares through an ESOP and 166.27 shares held by his daughter, indicating a sizable ongoing equity position.

How were TCBK’s performance stock units for Carney earned and measured?

The performance stock units vested based on Trico Bancshares’ total stockholder return versus the KBW Regional Banking Index. According to the footnote, the PSUs vested at 109.36% of the target amount determined from an initial grant reported on a prior Form 4.