Burt Brady T 4

4 · PARK NATIONAL CORP /OH/ · Filed Apr 2, 2026

AI-generated summary of this filing

Updated Apr 2, 2026

Park National (PRK) CFO Burt Brady Receives PBRSUs, Withholds Shares

What Happened

Burt T. Brady, CFO of Park National Corporation (PRK), had performance-based restricted stock units (PBRSUs) certified and converted into common shares on March 31, 2026. He received 1,072.5 common shares (one-for-one conversion of PBRSUs).
To satisfy tax withholding obligations, 475.647 and 507.947 shares were surrendered at $163.45 per share, generating withholding amounts of $77,745 and $83,024 respectively (total ~983.594 shares, ~$160,769). The disposals were tax-withholding actions (Form 4 code F), not open-market sales.
A separate tranche of 1,132.5 PBRSUs remains outstanding as a derivative security (will vest subject to service-based vesting on the first anniversary per the filing).

Key Details

Transaction date: March 31, 2026; Filing date: April 2, 2026.
Grants/conversions: 1,072.5 shares acquired (A); additional 1,132.5 PBRSUs reported as derivative (M) that will vest later.
Tax withholding (F): 475.647 shares withheld at $163.45 ($77,745) and 507.947 shares withheld at $163.45 ($83,024); total withheld ≈ 983.594 shares (~$160,769).
Shares owned after transaction: Not specified in the transaction details; filing notes beneficial ownership differs due to shares held in Park’s employee stock ownership plan (KSOP) (footnote F3).
Footnotes: F1 explains the PBRSU certification/vesting schedule; F2 confirms one-for-one conversion to common shares; F3 notes KSOP affects beneficial ownership reporting.
These disposals were for tax withholding (code F), not market sales. Filing does not indicate a 10b5-1 plan or late filing.

Context

This was a compensation-related event: PBRSUs vested/converted into common stock rather than an open-market purchase or sale. The surrender of shares was to cover taxes (routine for equity awards).
The filing includes derivative entries to reflect the second 50% tranche of PBRSUs that remain subject to future service-based vesting (not an immediate sale).

Form 4

Period: 2026-03-31

Chief Financial Officer

Transactions

Award
Common Shares
[F1]
2026-03-31+1,072.5→ 12,444.524 total
Tax Payment
Common Shares
2026-03-31$163.45/sh−475.647$77,745→ 11,968.877 total
Exercise/Conversion
Common Shares
[F2]
2026-03-31+1,132.5→ 13,101.377 total
Tax Payment
Common Shares
2026-03-31$163.45/sh−507.947$83,024→ 12,593.431 total
Exercise/Conversion
PBRSUs
[F2]
2026-03-31−1,132.5→ 0 total
→ Common Shares (1,132.5 underlying)
Award
PBRSUs
[F1]
2026-03-31+1,072.5→ 1,072.5 total
→ Common Shares (1,072.5 underlying)

Holdings

Footnotes (3)

[F1]Effective March 31, 2026 (the "2023 PBRSU Certification Date"), the Executive Committee of the Board of Directors of Park National Corporation ("Park") certified the level of achievement with respect to the performance criteria for the three-fiscal-year performance period applicable to performance-based restricted stock units ("PBRSUs") granted to the reporting person effective January 18, 2023. The PBRSUs convert into Park common shares on a one-for-one basis. The PBRSUs earned based on the performance level achieved are also subject to a service-based vesting requirement with 50% vesting (resulting in the right to receive the number of common shares shown in the first row in Table I) on the 2023 PBRSU Certification Date and the other 50% to vest on the first anniversary of the 2023 PBRSU Certification Date (shown in the second row in Table II as a derivative security).
[F2]These common shares of Park were acquired upon the satisfaction of a service-based vesting requirement whereby PBRSUs were converted into Park common shares on a one-for-one basis.
[F3]The number of common shares reported as beneficially owned differs due to shares acquired under Park's employee stock ownership plan (the "KSOP").

Signature

/s/ Brady T. Burt|2026-04-02

1 file