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WSBCV Form 4: Director Altman acquires depositary shares in underwritten offering

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

Rhea-AI Filing Summary

WesBanco, Inc. insider acquisition reported on Form 4. Director Louis Michael Altman, through counsel, purchased 1,000 depositary shares on 09/17/2025 at a price of $25.00 per depositary share. Each depositary share represents a 1/40th interest in a share of WesBanco's 7.375% Fixed-Rate Reset Non-Cumulative Perpetual Preferred Stock, Series B. The filing states the depositary shares were purchased in an underwritten public offering. After the transaction the reporting person beneficially owns 1,000 depositary shares. The Form 4 was signed by an attorney-in-fact on behalf of the reporting person on 09/18/2025.

Positive

  • Director Louis Michael Altman participated in the underwritten public offering by acquiring 1,000 depositary shares, showing insider participation in the financing.
  • Timely and complete disclosure: The Form 4 was filed and signed (by attorney-in-fact) promptly after the transaction, meeting Section 16 reporting requirements.

Negative

  • None.

Insights

TL;DR: A director purchased preferred depositary shares in an underwritten offering; transaction is modest in size and not materially dilutive.

The purchase of 1,000 depositary shares at $25 each equates to a nominal economic stake given each depositary share equals 1/40th of a preferred share. This is a routine Section 16 disclosure of insider activity tied to an underwritten public offering rather than an open-market opportunistic buy or sale. The transaction provides observable insider participation but, based on the disclosed quantity and security structure, it is unlikely to materially impact WesBanco's capital structure or common equity valuation.

TL;DR: Director participation in the offering signals governance alignment but the disclosed holding is small; disclosure is timely and compliant.

The Form 4 shows timely reporting by a director via an attorney-in-fact, documenting acquisition of preferred-linked depositary shares in a public offering. From a governance perspective, participation by a director in a company-sponsored offering can reflect alignment with corporate financing, yet the filing does not show material ownership or control implications. The filing meets Section 16 disclosure requirements and includes the prescribed explanatory note about the depositary shares.

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*
Altman Louis Michael

(Last) (First) (Middle)
C/O WESBANCO, INC.
ONE BANK PLAZA

(Street)
WHEELING WV 26003

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
WESBANCO INC [ WSBC ]
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)
09/17/2025
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
Depositary Shares B(1) 09/17/2025 P 1,000 A $25 1,000 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. Each depositary share represents a 1/40th interest in a share of WesBanco, Inc.'s 7.375% Fixed-Rate Reset Non-Cumulative Perpetual Preferred Stock, Series B, no par value per share. The depositary shares were purchased in an underwritten public offering.
/s/ Daniel K. Weiss, Attorney-in-Fact 09/18/2025
** 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 the Form 4 filed for WSBCV disclose?

It discloses that Director Louis Michael Altman purchased 1,000 depositary shares on 09/17/2025 at $25.00 per depositary share.

What do the depositary shares represent for WesBanco (WSBC)?

Each depositary share represents a 1/40th interest in a share of the company's 7.375% Fixed-Rate Reset Non-Cumulative Perpetual Preferred Stock, Series B.

Was the purchase made in the open market?

No. The filing states the depositary shares were purchased in an underwritten public offering, not an open-market trade.

How many depositary shares does the reporting person own after the transaction?

The Form 4 shows the reporting person beneficially owns 1,000 depositary shares following the transaction.

When was the Form 4 signed?

The form bears a signature by an attorney-in-fact, dated 09/18/2025.
WESBANCO INC D/S SER B

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