Leibson Marie Taylor 4

What Happened
Marie Leibson, Executive Vice President and Chief Credit Officer of Primis Financial Corp. (FRST), had performance-based restricted stock units (PSUs) convert to 3,469 shares of common stock on March 5, 2026. The conversion was recorded at $0.00 per share (no cash purchase). On the same date, 1,500 shares and 1,969 shares were disposed of (both derivative transactions, $0 value), which together equal the 3,469 shares issued.

Key Details

• Transaction date: March 5, 2026; Form 4 filed March 6, 2026 (timely).
• Conversion (code M): 3,469 shares acquired at $0.00 (total $0).
• Disposals (code M): 1,500 shares disposed at $0.00 and 1,969 shares disposed at $0.00.
• Holdings noted in the filing: includes 10,061.40 shares held in an IRA for Ms. Leibson (F1), 3,000 shares of restricted stock (F2), plus additional 401(k) shares since prior filing (F3). The filing does not present a single consolidated post-transaction total in the excerpt provided.
• Relevant footnotes: PSUs convert 1:1 to common stock (F4); 2020 PSUs vested on March 5, 2026 (F5); one‑third of 2025 PSUs vested on March 5, 2026 (F6). Future vesting eligibility noted for 2027 and 2028 PSUs (F7, F8).

Context
This filing documents a vesting/conversion event for performance-based awards rather than an open-market purchase or a discretionary sale. The matching disposals equal the shares issued (3,469) and are commonly seen when shares are withheld or surrendered to satisfy tax withholding or other obligations; the filing records these as derivative dispositions at $0. Investors should view this as an award/vesting event, not a market-driven buy or sell signal.