Trico Bancshares (TCBK) executive reports stock award vesting and tax sales

Rhea-AI Filing Summary

Trico Bancshares executive Craig Carney, EVP and Chief Credit Officer, reported routine equity award vesting and related tax share withholding. On 10/21/2025, 33% of a restricted stock unit award vested, delivering 1,073 shares of common stock, with 628 shares withheld to pay toward tax liability at a price per share of $42.33.

On 12/01/2025, performance-based stock units tied to the Issuer's total stockholder return versus the KBW Regional Banking Index vested at 93.61%, resulting in 2,737 shares, with 1,602 shares withheld for taxes at $48.29 per share. After these transactions, Carney directly held 37,150 shares of common stock, plus indirect holdings of 163.81 shares through his daughter and 20,898.03 shares through an ESOP, and continued to hold 7,929 restricted stock units and 11,715 performance stock units.

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 CA 95973

(City) (State) (Zip)

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

3. Date of Earliest Transaction (Month/Day/Year)
10/21/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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	10/21/2025		M		1,073	A	(1)	36,643	D
Common Stock	10/21/2025		F		628(2)	D	$42.33	36,015	D
Common Stock								163.81	I	By daughter
Common Stock								20,898.03	I	By ESOP
Common Stock	12/01/2025		M		2,737	A	(3)	38,752	D
Common Stock	12/01/2025		F		1,602(2)	D	$48.29	37,150	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)	10/21/2025		M			1,073	(1)	(1)	Common Stock	1,073	$0	7,929	D
Performance Stock Unit	(3)	12/01/2025		M			2,924	(3)	(3)	Common Stock	2,924	$0	11,715	D

Explanation of Responses:

1. 33% vesting of Restricted Stock Unit award, including accumulated dividends, granted on 10/21/2022. Price per share on vesting date (10/21/2025) was $42.33.

2. Reflects shares withheld to pay toward tax liability.

3. 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). PSUs vested at 93.61% on December 1, 2025.

Remarks:

This filing was delayed due to delays in obtaining valid filing credentials from EDGAR Next.

	/s/Craig Carney by Janine Howard, Attorney-in-Fact	12/11/2025
	** 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.

FAQ

What insider activity did Trico Bancshares (TCBK) report for Craig Carney?

EVP and Chief Credit Officer Craig Carney reported vesting of restricted stock units and performance stock units, along with related share withholding to cover tax liabilities, resulting in updated direct and indirect share ownership.

How many Trico Bancshares shares vested for Craig Carney in this period?

On 10/21/2025, 1,073 restricted stock units vested, and on 12/01/2025, performance-based stock units vested at 93.61%, resulting in 2,737 shares of common stock.

Why were some Trico Bancshares shares shown as disposed of for Craig Carney?

The filing notes that 628 shares on 10/21/2025 and 1,602 shares on 12/01/2025 were withheld to pay toward tax liability related to the vesting of stock awards.

What performance condition applied to Craig Carney's Trico Bancshares PSUs?

The performance-based stock units (PSUs) vested based on the Issuer's total stockholder return relative to the KBW Regional Banking Index, and ultimately vested at 93.61% on December 1, 2025.

What is Craig Carney's reported Trico Bancshares share ownership after these transactions?

After the reported transactions, Carney directly held 37,150 shares of common stock, plus 163.81 shares held indirectly through his daughter and 20,898.03 shares held indirectly through an ESOP.

What stock-based awards does Craig Carney still hold at Trico Bancshares?

Following the vesting events, Carney continued to beneficially own 7,929 restricted stock units and 11,715 performance stock units as derivative securities.

What is Craig Carney's role and relationship to Trico Bancshares?

Craig Carney is an officer of Trico Bancshares, serving as EVP Chief Credit Officer, and filed individually as one reporting person in this insider ownership update.