PARK NATIONAL CORP /OH/·4/A

Apr 13, 4:42 PM ET

Burt Brady T 4/A

4/A · PARK NATIONAL CORP /OH/ · Filed Apr 13, 2026

Research Summary

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Updated

Park National (PRK) CFO Burt Brady Receives PBRSU Award; Shares Withheld

What Happened

  • Burt T. Brady, Chief Financial Officer of Park National Corporation (PRK), had performance-based restricted stock units (PBRSUs) certified and converted into common shares on March 31, 2026. As a result, Brady received vested shares and Park withheld shares to satisfy tax withholding obligations. The filing is an amendment correcting the number of shares withheld.

Key Details

  • Transaction date: March 31, 2026. Form 4 filed April 2, 2026 and amended April 13, 2026 to correct withholding (amended filing).
  • Shares received on vesting: 1,072.5 common shares reported as acquired upon satisfaction of the service-based vesting requirement (PBRSUs convert one-for-one).
  • Tax withholding (dispositions): 473.809 shares withheld at $163.45/share (≈ $77,444) and 501.553 shares withheld at $163.45/share (≈ $81,979). Total withheld ≈ 975.362 shares, value ≈ $159,423.
  • Additional derivative entries: the filing also shows entries of 1,132.5 shares as derivative conversions/awards (see footnotes) related to PBRSU treatment and future service-based vesting.
  • Shares owned after the transaction: not provided in the supplied data.
  • Not a market buy or sale: the “dispositions” reflect share withholding for taxes, a routine result of equity vesting, not an open-market sale.

Context

  • These were PBRSU vesting events (performance-based restricted stock units). PBRSUs convert into common shares one-for-one; 50% vested and converted on the certification date, and the remaining 50% is subject to an additional one-year service vesting condition (per footnote).
  • The withholding of shares to cover taxes is common after equity vests and is reported as a disposition on Form 4 but does not necessarily indicate a cash sale or change in insider sentiment.
  • The amendment corrects previously reported withholding amounts (see footnote F2).

Insider Transaction Report

Form 4/AAmended
Period: 2026-03-31
Burt Brady T
Chief Financial Officer
Transactions
  • Award

    Common Shares

    [F1]
    2026-03-31+1,072.512,444.524 total
  • Tax Payment

    Common Shares

    [F2]
    2026-03-31$163.45/sh473.809$77,44411,970.715 total
  • Exercise/Conversion

    Common Shares

    [F3]
    2026-03-31+1,132.513,103.215 total
  • Tax Payment

    Common Shares

    [F2]
    2026-03-31$163.45/sh501.553$81,97912,601.662 total
  • Exercise/Conversion

    PBRSUs

    [F3]
    2026-03-311,132.50 total
    Common Shares (1,132.5 underlying)
  • Award

    PBRSUs

    [F1]
    2026-03-31+1,072.51,072.5 total
    Common Shares (1,072.5 underlying)
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]In the April 2, 2026 Form 4, an estimated number of Park common shares was reported as being withheld by Park in order to satisfy the tax withholding obligations of the reporting person that arose upon the vesting of the PBRSUs which were not subject to the service-based vesting requirement described in footnote (1) and the vesting of the PBRSUs that had been subject to the service-based vesting requirement described in footnote (3), as applicable. This amendment reports the correct number of common shares withheld.
  • [F3]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.
Signature
/s/ Brady T. Burt|2026-04-13

Documents

1 file
  • 4
    wk-form4a_1776112960.xml

    FORM 4/A