Gore Ann-Stanton C 4

What Happened

• Ann‑Stanton C. Gore, EVP and Chief Marketing Officer of Primis Financial Corp. (FRST), reported the conversion/exercise of 1,969 derivative units on March 5, 2026. The conversion was reported with a $0.00 price (no cash paid) for the acquired shares. The filing also shows a matching disposition entry for 1,969 derivative units (reported as $0), consistent with conversion/cancellation of the derivative instruments rather than an open‑market sale.

Key Details

• Transaction date: March 5, 2026; Form 4 filed: March 6, 2026 (next day).
• Reported amounts: 1,969 shares acquired via exercise/conversion at $0.00; 1,969 derivative units disposed at $0.00.
• Shares owned after transaction: not specified in the provided excerpt.
• Relevant footnotes from the filing:
  • F3: Performance‑based restricted stock units (PSUs) convert 1-to-1 into common shares.
  • F4: One‑third of the 2025 PSUs vested on March 5, 2026 based on performance metrics (this appears to be the conversion reported).
  • F1/F2: Filing notes 1,255 shares held jointly with spouse and 4,000 shares of restricted stock held by the insider.
  • F5/F6: Additional PSUs are eligible to vest in 2027 and 2028.
• Transaction code: M (exercise or conversion of derivative).
• Filing timeliness: filed the day after the transaction; no late filing indicated in the provided data.

Context

• These entries reflect the vesting/conversion of performance‑based units (PSUs) into common stock rather than a cash purchase or open‑market sale. The $0.00 price reflects conversion terms, not a market sale or purchase price.
• Vesting/conversions are common forms of compensation for executives and do not by themselves indicate a buy or sell decision in the market.