Form 4: Origin Bancorp Exec Reports Stock Transactions

Drake Mills, Chairman, President and CEO of Origin Bancorp, Inc., reported transactions involving performance stock units and common stock.

Summary

• Drake Mills, Chairman, President and CEO of Origin Bancorp, Inc., reported transactions on June 17, 2026.
• These transactions involved the conversion of 25,947 Performance Stock Units (PSUs) into common stock.
• The PSUs vested upon achieving a stock price hurdle of closing price exceeding $46.25 for 20 consecutive trading days and continuous employment through December 13, 2025.
• Additionally, 10,338 shares of common stock were withheld by the issuer to satisfy tax obligations related to the PSU net settlement.
• Following these transactions, Mr. Mills beneficially owns 196,640 shares of common stock directly, with additional holdings through an IRA and the issuer's retirement plan.

Sentiment

Score: 6

Explanation: StockSavvy.ai views this as a neutral to slightly positive filing, as it confirms the achievement of performance-based compensation targets, indicating positive stock performance relative to a hurdle, but also involves standard tax withholding.

Positives

• Achievement of performance stock unit vesting conditions, indicating successful stock price appreciation above a defined threshold ($46.25 for 20 consecutive trading days).
• Continued beneficial ownership of a significant number of shares (196,640 directly, plus indirect holdings) by a key executive, suggesting confidence in the company's future.
• The withholding of shares for tax purposes, rather than an outright sale, implies the executive is retaining the net shares after tax obligations.

Negatives

• Withholding of 10,338 shares by the issuer to cover tax obligations, reducing the immediate net shares received by the reporting person.
• The vesting of PSUs is contingent on specific stock price hurdles and continued employment, introducing potential future forfeiture if conditions are not met.

Risks

• The vesting of remaining PSUs is dependent on achieving four pre-established stock price hurdles within a seven-year performance period, introducing market risk.
• The reporting person's continuous employment is a condition for vesting, implying employment risk.
• Future stock price performance is critical for the vesting of the remaining PSUs.

Future Outlook

The future outlook for the remaining Performance Stock Units (PSUs) is contingent on achieving specific stock price hurdles within a seven-year performance period, starting from December 13, 2022. Vesting for tranches of PSUs will occur on the later of the date the applicable stock price hurdle is met or the fourth, fifth, sixth, and seventh anniversaries of the grant date.

Management Comments

• The PSUs vested upon the achievement of the applicable stock price hurdle, defined as the closing price per share exceeding $46.25 for any twenty (20) consecutive trading day period during the performance period and the reporting person's continuous employment through December 13, 2025.
• Represents the number of common stock that have been withheld by the issuer to satisfy its income tax withholding and remittance obligations in connection with the net settlement of the PSUs and does not represent a sale.
• The remaining PSUs are eligible to vest based on achievement of four pre-established stock price hurdles (each, a 'Stock Price Hurdle') during a seven-year performance period beginning on December 13, 2022. Each of the four tranches of PSUs will vest on the later of the date that the applicable Stock Price Hurdle is achieved or the fourth, fifth, sixth and seventh anniversaries of the grant date.

Industry Context

StockSavvy.ai notes that executive compensation tied to stock performance, such as through Performance Stock Units (PSUs), is a common practice in the financial services industry to align management interests with shareholder value creation. The specific hurdles mentioned are typical for incentivizing long-term stock price appreciation.

Stakeholder Impact

• Shareholders: The vesting of PSUs based on stock price appreciation is generally viewed positively as it aligns executive incentives with shareholder returns. The withholding of shares for taxes is a standard procedure.
• Employees: The continuous employment requirement for vesting highlights the importance of employee retention for executive compensation realization.
• Management: Drake Mills benefits from the vesting of PSUs, reflecting his role in driving company performance.

Next Steps

• Monitoring the achievement of the remaining stock price hurdles for the vesting of the other tranches of PSUs.
• Continued employment of Drake Mills through the respective vesting dates for remaining PSUs.

Key Dates

Keywords

Origin Bancorp, OBK, Form 4, SEC Filing, Stock Transaction, Performance Stock Units, PSUs, Beneficial Ownership, Executive Compensation, Drake Mills