Woods Karen B 4

What Happened

• Karen B. Woods, General Counsel & Chief Administrative Officer of First Financial Bancorp (FFBC), had 3,326 shares disposed on March 7, 2026 to satisfy tax withholding obligations. The shares were recorded at $27.25 each, for proceeds of approximately $90,634. The transaction is coded "F" on the Form 4, indicating a tax-withholding sale rather than a voluntary open-market sale.

Key Details

• Transaction date: 2026-03-07; Form 4 filed: 2026-03-10.
• Price per share: $27.25; shares disposed: 3,326; gross proceeds: ~$90,634.
• Transaction code: F (payment of exercise price or tax liability — tax withholding).
• Footnote: Reflects payout at 114.4% for the 2023 restricted performance shares (the withholding relates to that payout).
• Shares owned after the transaction: not reported in the provided filing summary.

Context

• This appears to be a routine tax-withholding disposition tied to the payout of 2023 restricted performance shares (paid at 114.4% of target), not an indication of a discretionary sale for investment reasons. Tax-withholding disposals are common when restricted stock or performance awards vest and taxes are due.