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Univest Financial (UVSP) CFO equity grants, RSU vesting and tax shares

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

Rhea-AI Filing Summary

UNIVEST FINANCIAL Corp Senior EVP & CFO Brian J. Richardson reported several equity compensation transactions involving restricted stock units tied to common shares. He exercised or settled derivative awards into a total of 7,964 shares of common stock, reflecting the vesting of time-based and performance-based restricted stock units.

As part of these events, 2,973 common shares were withheld at $32.72 per share to cover tax obligations, and 1,209 vested shares were cancelled after an evaluation of performance factors. Richardson also received new grants of 1,920 restricted stock units and 4,476 performance-based restricted stock units, each representing a contingent right to receive one share of common stock upon vesting.

Following these transactions, Richardson directly holds 24,228.4353 shares of common stock. The filing shows routine equity compensation activity with no open-market purchases or sales.

Positive

  • None.

Negative

  • None.

Insights

Routine equity compensation: RSU vesting, new awards, and tax withholding.

CFO Brian J. Richardson settled previously granted restricted stock units and performance-based units into 7,964 common shares. These M-code entries are exercises/conversions of derivative awards, not open-market buying, and reflect scheduled vesting tied to earlier grants and performance periods.

The award structure mixes time-based RSUs, vesting one-third per year, and performance-based units that vest after a three-year period, with the ultimate share count linked to company performance, potentially up to 150% of the reported units. This aligns his compensation with long-term results.

For common shares, 2,973 were withheld at $32.72 per share to satisfy tax obligations, while 1,209 vested shares were cancelled based on performance factor evaluation. Richardson ends with 24,228.4353 directly held shares and newly granted RSUs/PRSUs, indicating ongoing, standard equity-based compensation rather than discretionary trading.

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*
Richardson Brian J

(Last) (First) (Middle)
14 NORTH MAIN STREET
PO BOX 197

(Street)
SOUDERTON PA 18964

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
UNIVEST FINANCIAL Corp [ UVSP ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Sr EVP & CFO
3. Date of Earliest Transaction (Month/Day/Year)
03/15/2026
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 03/15/2026 M 778 A $0 21,224.4353(1)(2) D
Common 03/15/2026 M 1,020 A $0 22,244.4353(1)(2) D
Common 03/15/2026 M 722 A $0 22,966.4353(1)(2) D
Common 03/15/2026 M 5,444 A $0 28,410.4353(2)(3) D
Common 03/15/2026 J 1,209(4) D $0 27,201.4353(2) D
Common 03/15/2026 F 2,973 D $32.72 24,228.4353(2) 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 Units (1) 03/15/2026 M 778 03/15/2024 03/15/2026 Common 778 $0 0 D
Restricted Stock Units (1) 03/15/2026 M 1,020 03/15/2025(5) 03/15/2027(5) Common 1,020 $0 1,020 D
Restricted Stock Units (1) 03/15/2026 M 722 03/15/2026(5) 03/15/2028(5) Common 722 $0 1,444 D
Performance Restricted Stock Units (3) 03/15/2026 M 5,444 03/15/2026 03/15/2026 Common 5,444 $0 0 D
Restricted Stock Units (6) 03/15/2026 A 1,920 03/15/2027(5) 03/15/2029(5) Common 1,920 $0 1,920 D
Performance Restricted Stock Units (6) 03/15/2026 A 4,476 03/15/2029(7) 03/15/2029(7) Common 4,476 $0 4,476 D
Explanation of Responses:
1. REPRESENTS THE SETTLEMENT OF ONE SHARE OF COMMON STOCK UPON VESTING OF THE CORRESPONDING NUMBER OF RESTRICTED STOCK UNITS.
2. INCLUDES 636.4353 SHARES ACQUIRED THROUGH THE DIVIDEND REINVESTMENT PLAN.
3. REPRESENTS THE SETTLEMENT OF ONE SHARE OF COMMON STOCK UPON VESTING OF THE CORRESPONDING NUMBER OF PERFORMANCE-BASED RESTRICTED STOCK UNITS.
4. VESTED SHARES CANCELLED DUE TO EVALUATION OF PERFORMANCE FACTORS AFTER MEASUREMENT PERIOD.
5. RESTRICTED STOCK UNITS VEST AT 33.33% PER YEAR FOR THREE YEARS COMMENCING WITH THE EXERCISABLE DATE INDICATED ASSUMING CONTINUED EMPLOYMENT THROUGH THE VESTING DATE.
6. EACH RESTRICTED STOCK UNIT REPRESENTS A CONTINGENT RIGHT TO RECEIVE ONE SHARE OF COMMON STOCK UPON VESTING OF THE UNIT.
7. THE PERFORMANCE-BASED RESTRICTED STOCK UNITS VEST ON THE THIRD ANNIVERSARY OF THE DATE OF THE GRANT AT WHICH POINT THE ACTUAL NUMBER OF SHARES TO BE AWARDED WILL BE DETERMINED BASED ON THE PERFORMANCE OF THE COMPANY DURING THE THREE YEAR PERIOD. THE RECIPIENT MAY RECEIVE UP TO 150% OF THE REPORTED RESTRICTED STOCK UNITS.
Remarks:
/s/ Megan D. Santana, attorney-in-fact 03/17/2026
** 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.

FAQ

What equity transactions did UVSP CFO Brian J. Richardson report on this Form 4?

Brian J. Richardson reported exercises of restricted and performance-based stock units into 7,964 common shares. He also received new grants of 1,920 restricted stock units and 4,476 performance-based units, all as equity compensation rather than open-market purchases or sales.

How many Univest Financial (UVSP) shares does the CFO hold after these transactions?

After the reported transactions, Brian J. Richardson directly holds 24,228.4353 shares of Univest Financial common stock. This figure reflects RSU and performance unit settlements, tax withholding, and cancellations tied to performance evaluations disclosed in the Form 4 footnotes.

Were any Univest Financial (UVSP) shares sold on the market by the CFO?

No open-market sales were reported. The only dispose transaction was an F-code tax-withholding event, where 2,973 common shares were withheld at $32.72 per share to cover tax obligations arising from RSU and performance-based award vesting.

What new restricted stock awards did the Univest Financial CFO receive?

Richardson received 1,920 restricted stock units and 4,476 performance-based restricted stock units. The time-based RSUs vest one-third annually, while the performance-based units vest after three years, with up to 150% of the reported units deliverable based on company performance.

What do the cancelled Univest Financial (UVSP) shares in the Form 4 represent?

The 1,209 cancelled common shares represent vested shares removed after evaluating performance factors at the end of a measurement period. This J-code entry reflects an adjustment linked to performance-based awards rather than a discretionary sale or purchase by the CFO.
Univest Financial Corp

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