[Form 4] T Rowe Price Group Inc Insider Trading Activity

Rhea-AI Filing Summary

On June 24, 2025, First Bancorp (FBNC) Chief Operating Officer Christian A. Wilson reported the award of 3,028 shares of common stock under the company’s Long Term Incentive Plan at a deemed price of $42.12 per share. The shares will vest on June 24, 2028. After the grant, Wilson’s direct ownership rose to 8,463 shares. No derivative securities or open-market purchases were disclosed, and the transaction involves no immediate cash outflow. Overall, the filing documents a routine equity incentive that modestly tightens executive-shareholder alignment without signaling near-term changes to First Bancorp’s financial position.

Positive

• 3,028-share LTIP award increases insider ownership to 8,463 shares, enhancing alignment between management and shareholders.

Negative

• None.

Insights

Financial Analyst

TL;DR: Routine LTIP grant adds 3,028 shares to COO’s stake; limited dilution, negligible near-term impact, slight positive alignment signal.

The Form 4 reflects a non-derivative equity award, not an open-market buy, so cash expenditure is zero and dilution, while real, is de minimis relative to the company’s total share count (not provided in the filing). Wilson’s ownership climbs to 8,463 shares, a modest but directionally positive change that can strengthen management’s long-term incentive to grow shareholder value. Because the shares vest over three years, the accounting expense will be recognized over that period. In isolation, the event is neutral for valuation but may be viewed favorably by governance-minded investors.

Corporate Governance Expert

TL;DR: Standard equity incentive, vesting in 2028, aligns executive interests; not an open-market buy, so market response should remain muted.

From a governance standpoint, the award is consistent with best-practice incentive structuring—time-based vesting encourages retention and long-term focus. No Rule 10b5-1 designation is indicated, and no simultaneous sales were reported, reducing concerns about opportunistic timing. Because the grant size is modest for a C-suite officer, shareholder dilution risk is minimal. Overall, the disclosure is routine and does not materially alter the firm’s governance risk profile.

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^*

DONNELLY WILLIAM P

(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)
06/27/2025

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	06/27/2025		A		115.9285(1)	A	$96.1	8,888.1591	D
Common Stock	06/30/2025		A		670(2)	A	$0.00	9,558.1591	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.

2. Pursuant to the 2017 Non-Employee Director Equity Plan, Stock Units were issued for Director Fee Awards at $96.50 per share, the closing price of TROW shares on June 30, 2025. The Stock Unit Shares and any future dividends attributed to such Director Fee Award, will vest in full and become nonforfeitable on the date of grant.

Remarks:

	Cheryl L. Emory, Assistant Corporate Secretary, POA for Donnelly, William P,	07/01/2025
	** 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 transaction did FBNC report on Form 4 dated June 24, 2025?

The filing reports a grant of 3,028 shares of common stock to COO Christian A. Wilson under the Long Term Incentive Plan.

How many First Bancorp shares were granted to COO Christian Wilson?

Wilson received 3,028 shares of FBNC common stock.

When will the newly granted FBNC shares vest?

The shares are scheduled to vest on June 24, 2028.

What is Christian Wilson's total direct FBNC share ownership after the grant?

Following the transaction, Wilson directly owns 8,463 shares of First Bancorp.

Were any derivative securities involved in this Form 4 filing?

No, the Form 4 indicates no derivative security activity.