Trico Bancshares (TCBK) director gains shares via RSU vesting and new 1,646-unit award

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Trico Bancshares director Jon Nakamura exercised 2,178 Restricted Stock Units into 2,178 shares of common stock at a vesting-date price of $50.68 per share, bringing his direct holdings to 8,772.96 shares.

He also received a new award of 1,646 RSUs valued at $50.11 per unit, which vest 100% on May 21, 2027, with cash dividends on the RSUs reinvested in company stock.

Insider Trade Summary

2,178 shares exercised/converted

Mixed 3 txns

Insider Nakamura Jon

Role null

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

Holdings After Transaction: Restricted Stock Unit — 0 shares (Direct, null); Common Stock — 8,772.96 shares (Direct, null)

Footnotes (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. 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: 2,178 units Shares after vesting: 8,772.96 shares Vesting-date price: $50.68 per share +3 more

6 metrics

RSUs vested 2,178 units Converted into common stock on May 22, 2026

Shares after vesting 8,772.96 shares Common stock held directly following RSU conversion

Vesting-date price $50.68 per share Price per share on RSU vesting date May 22, 2026

New RSU grant 1,646 units Restricted Stock Units granted May 21, 2026

RSU grant value $50.11 per unit Per-unit value based on 30-day average closing price

RSU vesting date May 21, 2027 100% of new RSU award vests on this date

Key Terms

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

4 terms

Restricted Stock Unit financial

"Represents a grant of Restricted Stock Unit (RSU) award."

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.

vesting financial

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

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the 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"

Form 4 Insider Transactions: What Each Field Means →

05/26/2026 - 02:26 PM

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^*

Nakamura Jon

(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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	05/22/2026		M		2,178	A	⁽¹⁾	8,772.96	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
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/Jon Nakamura 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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did Jon Nakamura report for TCBK?

Jon Nakamura reported exercising 2,178 Restricted Stock Units into common shares and receiving a new grant of 1,646 RSUs. These actions reflect routine equity compensation, not open‑market buying or selling of Trico Bancshares stock.

How many Trico Bancshares shares does Jon Nakamura hold after this Form 4?

After the RSU vesting, Jon Nakamura directly holds 8,772.96 shares of Trico Bancshares common stock. This figure reflects his position following conversion of 2,178 RSUs into common shares on May 22, 2026, as reported in the filing.

What are the terms of Jon Nakamura’s new RSU grant at Trico Bancshares (TCBK)?

Nakamura received 1,646 Restricted Stock Units that vest 100% on May 21, 2027. Cash dividends on these RSUs are reinvested into Trico Bancshares common stock at fair market value on dividend dates, with a per‑unit grant value of $50.11.

At what price did the vested RSUs convert into Trico Bancshares common stock?

The 2,178 Restricted Stock Units converted into common stock at a vesting‑date price of $50.68 per share. This price is a reference value for the RSU vesting and does not represent an open‑market purchase or sale by Jon Nakamura.

Does this Form 4 show Jon Nakamura buying or selling TCBK shares on the market?

The Form 4 does not show open‑market buying or selling. It reports RSU vesting into 2,178 common shares and a new grant of 1,646 RSUs, which are compensation-related equity awards rather than discretionary market trades.