TRICO BANCSHARES (TCBK) EVP Carney reports RSU vesting and tax share withholding

Rhea-AI Filing Summary

TRICO BANCSHARES executive Craig B. Carney reported routine equity compensation activity involving restricted stock units and related tax withholding. On 2026-06-12, 1,534 Restricted Stock Units vested and were converted into 1,534 shares of Common Stock at a stated price of $0.00 per share, consistent with stock-based awards.

To cover tax obligations from this vesting, 899 shares of Common Stock were withheld at a price of $52.64 per share, according to the footnotes, rather than being sold in the open market. After these transactions, Carney directly held 39,701 shares before tax withholding and 38,802 shares of Common Stock directly following the tax-withholding disposition, along with additional indirect holdings through an ESOP and by a daughter.

Insider Trade Summary

1,534 shares exercised/converted

Mixed 5 txns

Insider CARNEY CRAIG B

Role EVP Chief Credit Officer

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Unit	1,534	$0.00	--
Exercise	Common Stock	1,534	$0.00	--
Tax Withholding	Common Stock	899	$52.64	$47K
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Restricted Stock Unit — 7,024 shares (Direct, null); Common Stock — 39,701 shares (Direct, null); Common Stock — 9,898.03 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.

Key Figures

RSUs vested: 1,534 shares Tax-withheld shares: 899 shares Tax withholding price: $52.64 per share +4 more

7 metrics

RSUs vested 1,534 shares Restricted Stock Unit award vesting on June 12, 2026

Tax-withheld shares 899 shares Shares withheld to pay toward tax liability

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

Direct holdings before withholding 39,701 shares Total shares following RSU exercise transaction

Direct holdings after withholding 38,802 shares Total shares following tax-withholding disposition

Indirect ESOP holdings 9,898.03 shares Common Stock held indirectly by ESOP

Indirect family holdings 166.27 shares Common Stock held indirectly by daughter

Key Terms

Restricted Stock Unit, tax liability, ESOP, derivative exercise/conversion

4 terms

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.

tax liability financial

"Reflects shares withheld to pay toward tax liability."

ESOP financial

"Common Stock held indirectly by ESOP is reported as indirect ownership."

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.

derivative exercise/conversion financial

"Transaction code M is described as Exercise or conversion of derivative security."

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Form 4 Insider Transactions: What Each Field Means →

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^*

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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP Chief Credit Officer

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		1,534	A	(1)	39,701	D
Common Stock	06/12/2026		F(2)		899	D	$52.64	38,802	D
Common Stock								9,898.03	I	By ESOP
Common Stock								166.27	I	By 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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Unit	(1)	06/12/2026		M			1,534	(1)	(1)	Common Stock	1,534	$0	7,024	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/Craig Carney 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)

FAQ

What did TCBK executive Craig B. Carney report in this Form 4?

Craig B. Carney reported vesting of 1,534 Restricted Stock Units and related share withholding for taxes. These actions reflect routine equity compensation mechanics rather than open-market buying or selling of TRICO BANCSHARES (TCBK) stock.

How many TCBK shares vested for Craig B. Carney on June 12, 2026?

On June 12, 2026, 1,534 Restricted Stock Units vested for Craig B. Carney into an equal number of TCBK Common Stock shares. The vesting represented 33% of an award granted on June 12, 2023, including accumulated dividends.

Were any TCBK shares sold on the market in this Form 4 for Craig B. Carney?

The Form 4 shows 899 TCBK shares withheld to pay tax liability, not open-market sales. These shares were withheld at $52.64 per share as part of routine tax settlement tied to the restricted stock unit vesting.

How many TCBK shares does Craig B. Carney hold directly after these transactions?

Following the June 12, 2026 transactions, Craig B. Carney directly held 38,802 shares of TCBK Common Stock. This figure reflects the net position after 1,534 shares vested and 899 shares were withheld to cover tax obligations.

What indirect TCBK holdings are reported for Craig B. Carney?

The Form 4 reports indirect ownership of 9,898.03 TCBK Common Stock shares through an ESOP and 166.27 shares held by his daughter. These are classified as indirect holdings, separate from Carney’s directly owned 38,802 shares.

What price was used to value TCBK shares for tax withholding?

The tax-withholding disposition used a share price of $52.64 on the June 12, 2026 vesting date. This price applied to 899 withheld shares to pay toward Craig B. Carney’s tax liability associated with the Restricted Stock Unit vesting.