PROSPERITY BANCSHARES INC·4

Jul 1, 10:36 AM ET

Rasche Charlotte M 4

4 · PROSPERITY BANCSHARES INC · Filed Jul 1, 2026

Research Summary

AI-generated summary of this filing

Updated

Prosperity (PB) EVP Charlotte Rasche Receives 950 Shares

What Happened
Charlotte M. Rasche, EVP and General Counsel of Prosperity Bancshares, received 950 shares of Prosperity common stock on July 1, 2026. The filing lists the transaction as an award/acquisition (code A) with no per-share price shown (N/A). The shares were issued in connection with the closing of Prosperity’s merger with Stellar Bancorp; the filing also notes 88 shares were acquired through Prosperity’s 401(k) plan since the last filing.

Key Details

  • Transaction date: 2026-07-01 (Effective Time of the merger)
  • Transaction type/code: Award/Acquisition (A) — grant/conversion via merger; price reported as N/A, total value not specified in the Form 4.
  • Shares received: 950 Prosperity common shares reported as acquired.
  • Shares owned after transaction: Not specified in the filing.
  • Footnotes: (F1) These shares arose from the merger consideration under the Agreement and Plan of Merger between Prosperity and Stellar — Stellar common shares and restricted stock awards were converted at closing. (F2) Includes 88 shares acquired through Prosperity’s 401(k) plan since the last filing.
  • Timeliness: Filing reports the 2026-07-01 transaction in a report dated 2026-07-01; no late-filing flag is indicated.

Context
Per the merger terms (footnote F1), each Stellar share outstanding at closing was converted into (a) 0.3803 shares of Prosperity common stock and (b) $11.36 in cash; restricted Stellar awards subject only to service-based vesting vested and converted into the same per-share merger consideration. This was a corporate merger conversion (a routine corporate action), not an open-market purchase or sale by the insider—such issuances typically reflect deal mechanics rather than an insider expressing a buy/sell view.

Insider Transaction Report

Form 4
Period: 2026-07-01
Rasche Charlotte M
EVP and General Counsel
Transactions
  • Award

    Common Stock

    [F1]
    2026-07-01+95061,567 total
Holdings
  • Common Stock

    [F2]
    (indirect: By 401(k))
    8,686
Footnotes (2)
  • [F1]Acquired in connection with the consummation of the transactions contemplated by the Agreement and Plan of Merger, dated as of January 27, 2026, by and between Prosperity Bancshares, Inc., a Texas corporation ("Prosperity") and Stellar Bancorp, Inc., a Texas corporation ("Stellar"). On July 1, 2026 (the "Effective Time"), upon and subject to the terms and conditions set forth in the merger agreement, (i) each share of Stellar's common stock, par value $0.01 per share, outstanding immediately prior to the Effective Time was cancelled and converted into the right to receive (a) 0.3803 shares of common stock, par value $1.00 per share, of Prosperity and (b) an amount in cash equal to $11.36 ((a) and (b) together, the "Per Share Merger Consideration"), and (ii) each outstanding Stellar restricted stock award subject solely to service-based vesting, repurchase or other lapse restriction vested and was converted into the right to receive (without interest) the Per Share Merger Consideration.
  • [F2]Includes 88 shares acquired through the Prosperity Bancshares, Inc. 401(k) plan since the last filing by the reporting person.
Signature
/s/ Charlotte M. Rasche|2026-07-01

Documents

1 file
  • 4
    ownership.xmlPrimary

    4