LEGGE JEFFREY DALE 4

What Happened
Jeffrey Dale Legge, EVP, CAO & CIO of City Holding Co. (CHCO), had 136 restricted stock units convert into 136 shares on February 22, 2026. The Form 4 reports an acquisition of 136 shares at $0.00 (no consideration) and a related derivative conversion entry for 136 shares at $0.00. Total reported cash value in the filing is $0 because the shares were issued on vesting/settlement rather than bought on the open market.

Key Details

• Transaction date: 2026-02-22. Report filed 2026-02-23.
• Reported as derivative conversion/exercise (transaction code M); acquisition 136 shares @ $0.00; related derivative disposition 136 shares @ $0.00.
• Shares owned after transaction: not provided in the excerpt supplied.
• Relevant footnotes:
  • F1: Shares received for no consideration upon RSU vesting and satisfaction of a two-year holding period.
  • F3: Each RSU equals one share of common stock.
  • F4: These RSUs were scheduled to vest one-third each on 2/22/2024, 2/22/2025 and 2/22/2026 (this appears to be the final tranche).
• No cash sale or open-market purchase reported in this filing.

Context
This was an issuance on vesting/settlement of RSUs (a common executive compensation event), not an active buy or sale in the market. The zero-dollar reporting reflects that the shares were issued as compensation upon vesting, not purchased. Such transactions are routine and reflect compensation/vesting schedules rather than an insider signaling a buy or sell.