Form 4: Prosperity Bancshares Director Sells Shares Under 10b5-1 Plan

A director at Prosperity Bancshares, Ned S. Holmes, sold 1,100 shares of common stock across multiple transactions on September 17, 2025, under a pre-arranged 10b5-1 trading plan.

Summary

• Ned S. Holmes, a Director of Prosperity Bancshares Inc. (PB), reported sales of common stock.
• The transactions occurred on September 17, 2025, and were made pursuant to a Rule 10b5-1(c) contract, instruction, or written plan.
• A total of 1,100 shares of common stock were disposed of across six separate transactions.
• Sales included 455 shares at a weighted average price of $65.7589 (ranging from $65.31 to $65.985) from direct holdings.
• An additional 45 shares were sold at $66.61 from direct holdings.
• 452 shares were sold at a weighted average price of $65.6789 (ranging from $65.31 to $65.985) from indirect holdings via a profit sharing plan.
• 48 shares were sold at $66.89 from indirect holdings via a profit sharing plan.
• 78 shares were sold at a weighted average price of $65.6778 (ranging from $64.90 to $65.88) from indirect holdings as trustee of an SSH trust for an adult daughter.
• 22 shares were sold at a weighted average price of $66.3413 (ranging from $65.985 to $66.855) from indirect holdings as trustee of an SSH trust for an adult daughter.
• Following these transactions, Ned S. Holmes beneficially owns 92,915 shares directly and 238,803 shares indirectly through various trusts, a spouse, and a limited partnership, totaling 331,718 shares.

Sentiment

Score: 4

Explanation: The sentiment is slightly negative due to insider selling, although mitigated by the disclosure that the transactions were executed under a pre-arranged 10b5-1 plan, which suggests the sales were not based on new, adverse information.

Negatives

• The director's beneficial ownership of common stock decreased by 1,100 shares due to the sales.

Future Outlook

This filing does not contain any forward-looking statements or guidance regarding the company's future performance or outlook.

Industry Context

This insider transaction report provides specific details on a director's stock sales, which is a routine disclosure for publicly traded companies. It does not offer broader insights into industry trends or competitive positioning.

Corporate Governance

Related Party Transactions

• Sales of 100 shares were made from indirect holdings as trustee of an SSH trust for an adult daughter.
• Beneficial ownership includes shares held indirectly by a spouse, as trustee of grandchildren's trust, by another trust, and by a limited partnership.

Stakeholder Impact

• Shareholders may view the director's sale of shares as a slight negative, even if pre-planned, as it reduces insider ownership.
• The use of a 10b5-1 plan provides transparency and reduces concerns about opportunistic insider selling.

Key Dates

Keywords

Prosperity Bancshares, PB, Insider Trading, Form 4, Director Sales, 10b5-1 Plan, Common Stock, Financial Services, Banking