MCGRAW THOMAS C 4

What Happened

• Thomas C. McGraw, a director of Trico Bancshares (TCBK), had 2,178 restricted stock units (RSUs) convert into 2,178 shares upon vesting on 5/22/2026 (conversion value ≈ $110,381 at $50.68/share). Separately, he was granted 1,646 new RSUs on 5/21/2026 (grant per‑unit value $50.11; aggregate ≈ $82,481). The conversion is reported as a derivative exercise/conversion (code M) and the new award is reported as a grant (code A).

Key Details

• Transaction dates and prices:
  • 5/22/2026: 2,178 RSUs vested and converted to 2,178 shares; price on vesting date $50.68 → value ≈ $110,381 (Footnote F1).
  • 5/21/2026: Grant of 1,646 RSUs; per‑unit value on grant date $50.11 → grant value ≈ $82,481 (Footnote F2). Vesting: 100% on 5/21/2027.
• Shares owned after the transactions: not specified in the reported items.
• Footnotes:
  • F1: Conversion upon vesting of RSUs (one‑for‑one), includes accumulated dividends converted into shares.
  • F2: New RSU award vests 5/21/2027; cash dividends on RSUs are reinvested into issuer shares at fair market value when paid.
• Filing timeliness: Form filed 5/26/2026. The primary conversion occurred 5/22/2026; the filing date is four days later, which may be outside the typical two‑business‑day Form 4 reporting window.

Context

• These entries reflect compensation events (vesting/conversion of RSUs and a new RSU grant), not open‑market purchases or sales. The conversion simply turned vested RSUs into common shares (including reinvested dividend amounts); the new RSUs will vest in one year per the grant terms. Such awards are routine director compensation and should be interpreted as grant/vesting activity rather than an immediate market buy or sell.