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[Form 4] PRICE T ROWE GROUP INC Insider Trading Activity

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

Rhea-AI Filing Summary

Alan D. Wilson, a director of T. Rowe Price Group, Inc. (TROW), reported a non-derivative purchase of 447.3863 shares of the issuer's common stock on 09/29/2025 at a price of $103.52 per share, increasing his total beneficial ownership to 36,914.6545 shares. The filing states this activity arose under the T. Rowe Price Group, Inc. 2017 Non-Employee Director Equity Plan as dividend-related share credits; some shares were credited as fully vested dividend reinvestment shares while a portion will be accrued and vest when the corresponding grant vests.

Positive

  • None.

Negative

  • None.

Insights

TL;DR: Director purchased 447.3863 shares via dividend reinvestment, modestly increasing a substantial existing holding to 36,914.6545 shares.

The transaction is a routine dividend reinvestment under the 2017 Non-Employee Director Equity Plan and does not reflect an open-market discretionary buy. The per-share price reported is $103.52 on 09/29/2025 which matches the credited share valuation. For investors, this filing documents alignment of a director with equity compensation mechanics rather than a directional market signal. No derivative activity or disposals were reported.

TL;DR: This is a standard equity-plan crediting tied to dividends; governance procedures appear followed with POA signature.

The Form 4 discloses the use of the company’s 2017 Non-Employee Director Equity Plan to credit dividend reinvestment shares, noting portions fully vested and portions subject to future vesting. The form was executed by the assistant corporate secretary under power of attorney, which is common practice for timely Section 16 reporting. No indications of unusual timing, option exercises, or related-party transactions are present in the filing.

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).
1. Name and Address of Reporting Person*
WILSON ALAN D

(Last) (First) (Middle)
C/O T. ROWE PRICE GROUP, INC.
1307 POINT STREET

(Street)
BALTIMORE MD 21231

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
PRICE T ROWE GROUP INC [ TROW ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
09/29/2025
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 09/29/2025 A 447.3863(1) A $103.52 36,914.6545 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
Explanation of Responses:
1. This is pursuant to the T. Rowe Price Group, Inc. 2017 Non-Employee Director Equity Plan with respect to dividends declared by the issuer on it's Common Stock. A portion of these shares were credited as fully-vested dividend reinvestment shares and a portion will be accrued and vest when the corresponding grant vests.
Remarks:
Kathryn L. Reilly, Assistant Corporate Secretary, POA for Wilson, Alan D. 09/30/2025
** 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 did Alan D. Wilson report on Form 4 for TROW?

He reported acquiring 447.3863 shares on 09/29/2025 at $103.52 per share, bringing his total beneficial ownership to 36,914.6545 shares.

Was this acquisition an open-market purchase or part of a plan for TROW (T. Rowe Price Group)?

The filing states the shares were credited pursuant to the 2017 Non-Employee Director Equity Plan as dividend reinvestment; it was not reported as an open-market discretionary purchase.

Do all credited shares vest immediately according to the Form 4?

No. The filing explains a portion were credited as fully vested dividend reinvestment shares and a portion will be accrued and vest when the corresponding grant vests.

Who signed the Form 4 on behalf of Alan D. Wilson?

The form was signed under power of attorney by Kathryn L. Reilly, Assistant Corporate Secretary on 09/30/2025.
T Rowe Price Grp

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