Form 4: TRICO BANCSHARES Director Jon Nakamura Reports Routine RSU Vesting and New Equity Grant

TRICO BANCSHARES director Jon Nakamura reported the vesting of 2,154 Restricted Stock Units into common stock and the grant of 2,111 new Restricted Stock Units.

Summary

• Jon Nakamura, a Director of TRICO BANCSHARES (TCBK), filed a Form 4 detailing changes in his beneficial ownership.
• On May 23, 2025, 2,154 Restricted Stock Units (RSUs) vested and converted into common stock on a one-for-one basis. These RSUs were originally granted on May 23, 2024, and the price per share on the vesting date was $39.33.
• On May 22, 2025, Nakamura was granted 2,111 new Restricted Stock Units (RSUs). These new RSUs are scheduled to vest 100% on May 22, 2026.
• The per unit value of the new RSU grant on the date of grant (May 22, 2025) was $39.08, calculated based on the 30-day average closing price of TCBK common stock ending May 22, 2025.
• Following these reported transactions, Jon Nakamura beneficially owns 6,393.61 shares of common stock and 2,111 Restricted Stock Units.

Sentiment

Score: 7

Explanation: The filing indicates routine compensation activities for a director, including both vesting of prior awards and a new grant. This suggests ongoing alignment of director interests with the company's performance and is generally a neutral to slightly positive signal regarding corporate governance and incentive structures, without implying specific operational performance.

Positives

• The vesting of previously granted RSUs indicates a successful retention and incentive mechanism for directors, aligning their interests with shareholder value.
• The grant of new RSUs to a director suggests continued commitment and incentivization for long-term performance and leadership within the company.

Future Outlook

This Form 4 primarily reports past and scheduled future insider transactions related to equity compensation. It does not provide a general future outlook or guidance for the company's financial performance or strategic direction.

Industry Context

This filing is a routine insider transaction report for a financial institution (TRICO BANCSHARES). The use of Restricted Stock Units (RSUs) as a component of director compensation is a common practice across the banking sector and broader industries to align the interests of key personnel with the long-term performance and shareholder value of the company.

Comparison to Industry Standards

• The utilization of Restricted Stock Units (RSUs) for director compensation is a widely adopted practice across various industries, including financial services, serving to align director incentives with the company's long-term performance.
• The one-year vesting schedule for the newly granted RSUs falls within typical industry ranges for director equity awards, which commonly vary from one to three years.
• The valuation of RSUs based on a 30-day average closing price is a standard and accepted methodology for determining the fair market value of equity compensation for accounting and reporting purposes.

Corporate Governance

Related Party Transactions

• The transactions involve a director (Jon Nakamura) and the company (TRICO BANCSHARES), which are considered related parties. These are standard compensation arrangements for directors.

Stakeholder Impact

• Shareholders: The RSU grants and vestings align the director's financial interests with shareholder value, potentially encouraging decisions that benefit long-term stock performance.
• Employees: While specific to a director, such equity compensation practices can reflect broader company policies on incentivizing key personnel.

Next Steps

• The 2,111 Restricted Stock Units granted on May 22, 2025, are scheduled to vest 100% on May 22, 2026.

Key Dates

Recommendation

Keywords

TRICO BANCSHARES, TCBK, Form 4, SEC Filing, Insider Transaction, Restricted Stock Units, RSU, Stock Grant, Stock Vesting, Director Compensation, Beneficial Ownership