Form 4: Trico Bancshares EVP John Fleshood Reports Stock Awards

John Fleshood, EVP and Chief Operating Officer of Trico Bancshares, reports the acquisition of performance-based restricted stock units (PSUs) and restricted stock units (RSUs).

Summary

• John Fleshood, EVP and Chief Operating Officer of Trico Bancshares, reported the acquisition of securities on March 1, 2024.
• He was granted 5,193 Performance Stock Units (PSUs) and 5,193 Restricted Stock Units (RSUs).
• Following the transaction, Fleshood directly owns 18,216 PSUs and 16,994 RSUs.
• The PSU award vests after 3 years, with the number of shares vesting between 0% and 150% based on Trico Bancshares' total stockholder return relative to the KBW Regional Banking Index.
• The RSU award vests 33.3% per year over 3 years, and cash dividends on RSUs are reinvested in shares of the issuer's common stock at fair market value on the date of dividend payment.
• The per unit value on the date of grant was $35.67, based on the 30-day average closing price of Trico Bancshares' common stock ending March 1, 2024.

Sentiment

Score: 7

Explanation: The sentiment is neutral to slightly positive. It reflects standard executive compensation practices, aligning management with shareholder interests. The vesting schedules and performance-based components are viewed favorably.

Positives

• The grant of PSUs and RSUs aligns executive compensation with company performance and shareholder value.
• The vesting schedules encourage long-term commitment from the executive.

Risks

• The value of the PSUs is contingent on Trico Bancshares' performance relative to the KBW Regional Banking Index, which introduces market risk.
• The vesting of the awards is dependent on continued employment.

Future Outlook

The vesting of the PSUs is dependent on the company's total stockholder return relative to the KBW Regional Banking Index over the next three years, while the RSUs will vest annually over three years.

Industry Context

Stock awards are a common form of executive compensation in the banking industry, used to align management's interests with those of shareholders and incentivize performance.

Comparison to Industry Standards

• Many regional banks use a combination of stock options, restricted stock, and performance-based equity awards to compensate their executives.
• The vesting schedules and performance metrics used in this grant are typical for the banking industry.
• Comparing the size of the grant to similar-sized banks in the KBW Regional Banking Index would provide further context.

Stakeholder Impact

• Shareholders: The stock awards aim to align management's interests with shareholder value.
• Employees: The awards may serve as a motivation for other employees, as they demonstrate the company's commitment to rewarding performance.

Next Steps

• Monitor Trico Bancshares' performance relative to the KBW Regional Banking Index to assess the potential value of the PSUs.
• Track the vesting of the RSUs over the next three years.

Key Dates