BUMGARNER DAVID L 4

What Happened David L. Bumgarner, Chief Financial Officer of City Holding Co. (CHCO), converted 190 vested restricted stock units (RSUs) into 190 shares of common stock on February 22, 2026. The shares were received for no consideration (price $0.00); the filing also shows a corresponding disposition of the derivative instrument (the RSU) for $0.00, which is standard when an RSU is settled into stock. This was not a market purchase or sale of stock.

Key Details

• Transaction date: 2026-02-22; Form 4 filed: 2026-02-23 (appears timely).
• Reported amounts: 190 shares acquired at $0.00; 190 derivative units disposed at $0.00.
• Total cash exchanged: $0 (RSUs settled to shares).
• Relevant footnotes: F1 — shares received for no consideration upon vesting and satisfaction of a two-year holding period; F3 — each RSU equals one share; F4 — one-third of the award vests on Feb 22 of 2024, 2025 and 2026 (vesting schedule context).
• Shares owned after the transaction: not specified in the provided filing excerpt.

Context This filing documents conversion/settlement of RSUs (derivative instruments) into common stock, not an open-market trade. It’s common for Form 4s to show both an acquisition of shares and a corresponding disposition of the derivative when RSUs vest and are settled. Such settlements typically reflect compensation vesting and do not by themselves signal a buy or sell intent in the market.