WSBC Executive Purchases Preferred Depositary Shares in Underwritten Offering

Rhea-AI Filing Summary

Robert H. Friend, Executive Vice President & Chief Commercial Officer of WesBanco, Inc., reported a purchase of 800 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 WesBancos 7.375% Fixed-Rate Reset Non-Cumulative Perpetual Preferred Stock, Series B. The depositary shares were acquired in an underwritten public offering. The Form 4 was signed by an attorney-in-fact on 09/18/2025.

Positive

• Insider participation: An executive (EVP & CCO) purchased depositary shares, showing insider involvement in the offering.
• Transparent disclosure: Form 4 provides full transaction details including date, price ($25), and number of depositary shares (800).
• Clear explanation: Filing explains that each depositary share equals 1/40th of the Series B preferred and that shares were bought in an underwritten public offering.

Negative

• None.

Insights

Financial Analyst

TL;DR: Insider purchase of preferred depositary shares signals participation but is not materially dispositive for equity valuation.

The purchase of 800 depositary shares at $25 each by an executive indicates direct participation in the companys preferred issuance. Because each depositary share equals 1/40th of a preferred share, the underlying preferred interest is modest in absolute terms. The transaction was executed in an underwritten public offering, which implies a market-distribution process rather than a private placement. This disclosure is factual and routine for Section 16 reporting and provides transparency about insider holdings in the newly issued preferred series.

Compliance/Risk Analyst

TL;DR: Filing appears complete and compliant; transaction documented as purchase via underwritten offering with attorney-in-fact signature.

The Form 4 reports the required details: reporting person identity and role, transaction date (09/17/2025), transaction code (P for purchase), number of depositary shares (800), price ($25), and an explanatory note linking depositary shares to the Series B preferred. The form is signed by an attorney-in-fact dated 09/18/2025. From a disclosure and Section 16 perspective, the form contains the expected elements and shows no obvious compliance omissions based on the provided content.

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^*

Friend Robert H

(Last) (First) (Middle)

C/O WESBANCO

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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP & CCO

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		800	A	$25	800	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 WesBanco (WSBCV) insider Robert H. Friend buy on 09/17/2025?

He purchased 800 depositary shares on 09/17/2025 at $25.00 per depositary share.

What do the depositary shares purchased by the insider represent?

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

How were the depositary shares acquired according to the Form 4?

The depositary shares were purchased in an underwritten public offering, as stated in the filing.

Who signed the Form 4 and when was it signed?

The Form 4 was signed by /s/ Daniel K. Weiss, Attorney-in-Fact on 09/18/2025.

What transaction code was used on the Form 4?

Transaction code P (purchase) is reported for the depositary share acquisition on 09/17/2025.