LEGGE JEFFREY DALE 4

What Happened Jeffrey Dale Legge, EVP, CAO & CIO of City Holding Co. (CHCO), had 164 restricted stock units (RSUs) convert into 164 common shares on February 23, 2026 (transaction code M — conversion of a derivative). The filing shows 164 shares were acquired at $0.00 and 164 shares were recorded as disposed at $0.00 on the same date. The acquisition was the result of RSU vesting; no cash was paid.

Key Details

• Transaction date: 2026-02-23 (reported via Form 4 filed 2026-02-24).
• Price: $0.00 per share for both the acquisition and the disposition (total reported value $0).
• Post-transaction beneficial ownership: Not specified in the excerpt provided.
• Relevant footnotes from the filing:
  • F1: Shares were received for no consideration upon vesting of the RSUs and satisfaction of a two-year holding period.
  • F3: Each restricted stock unit represents the right to receive one share of common stock.
  • F8: One-third of these RSUs were scheduled to vest on each of Feb 23, 2025; Feb 23, 2026; and Feb 23, 2027.
• Timeliness: Reported the next day (filed 2026-02-24), so not indicated as late.

Context

• Transaction code M means a conversion/exercise of a derivative; here it reflects RSUs vesting and settlement into shares rather than a cash purchase or open-market sale.
• The zero-dollar amounts and F1 indicate these shares were issued upon vesting (and a required holding-period condition) rather than bought. The subsequent “disposed” line is recorded as a derivative disposition in the Form 4; the filing does not provide additional details about proceeds or the reason for the disposition in the excerpt.
• Vesting and tax-related transactions (e.g., shares withheld for taxes) are common and do not necessarily signal insider buying or selling for investment reasons.