Gehlmann Gregory A 4

What Happened

• Gregory A. Gehlmann, SVP and General Counsel of TRICO Bancshares (TCBK), received equity awards and had a portion of previously granted restricted stock units (RSUs) vest. The filing shows grants of 1,995 RSUs and 1,995 performance-based restricted stock units (PSUs) on 2026-03-27. On 2026-03-30 a derivative conversion/vesting event affected 761 shares. To cover tax withholding, 444 shares were surrendered/withheld at $47.09 per share, yielding $20,908.

Key Details

• Transaction dates: Grants dated 2026-03-27; vesting/conversion and withholding occurred 2026-03-30. Filing date: 2026-03-31.
• Prices/values: Tax withholding was 444 shares at $47.09/share = $20,908. Per-unit grant value (for RSU grant) was $48.12 (30-day avg ending 3/27/2026).
• Shares affected: Grants = 1,995 RSUs and 1,995 PSUs; 761 shares reported as converted/exercised (derivative conversion) and 444 shares withheld for taxes. Shares owned after the transactions are not specified in the provided filing excerpt.
• Footnotes of note:
  • F1: 33% vesting of RSU award (granted 3/28/2025); vesting price on 3/30/2026 was $47.09.
  • F2: Shares were withheld to satisfy tax withholding.
  • F3: RSU grant vests 33.33% per year over three years; cash dividends on RSUs are reinvested.
  • F4: PSU grant cliff vests after 3 years (0%-150% of target) based on TRICO total shareholder return vs. KBW Regional Banking Index.
• Timeliness: Filing appears timely (transactions 3/27–3/30; Form 4 filed 3/31).

Context

• This was not an open-market sale of shares for cash; the only shares surrendered were to cover tax withholding on vesting. Derivative-code (M) entries reflect conversion/vesting of equity awards (RSUs/PSUs) rather than stock-option cashless sales. PSUs are performance-based and may not convert into shares until the multi-year performance period completes. For retail investors, vesting and withholding are routine compensation events and do not necessarily signal a change in insider sentiment.