Burt Brady T 4/A

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).