Berman Bobby 4

What Happened
Bobby Berman, Executive GEVP of Research & Strategy at Cullen/Frost Bankers (CFR), had 1,293 performance-based shares vested/awarded on Feb 5, 2026 (acquired at $0.00). Simultaneously, 549 of those shares were disposed to the issuer at $143.60 each for a total of $78,836 — a typical withholding/surrender to cover taxes. Net to Berman after the withholding was 744 shares.

Key Details

• Transaction dates: Feb 5, 2026 (award vested and shares withheld). Form 4 filed Feb 9, 2026 (filed within the standard two-business-day reporting window).
• Award (Code A): 1,293 shares @ $0.00 (performance stock units earned).
• Disposition to issuer (Code D): 549 shares @ $143.60 = $78,836 (likely tax withholding).
• Net shares retained by insider from the vesting: 744 shares (1,293 − 549).
• Shares owned after transaction: not specified in this filing.
• Footnote: These shares were earned under performance stock units granted Oct 25, 2022 for the three-year performance period ending Dec 31, 2025; vesting and award were approved by the Compensation & Benefits Committee on Feb 5, 2026.

Context
This was a performance-based award vesting event, not an open-market purchase or discretionary sale. The disposition to the issuer is a routine tax-withholding mechanism common when restricted or performance shares vest; it should not be read as a market-sale signal.