NBHC CEO Laney G. Timothy Exercises Options; Shares Withheld

What Happened
Laney G. Timothy, CEO of National Bank Holdings Corp (NBHC), exercised stock options on 2026-08-11. The filing shows acquisitions of 26,683 shares at $34.04 ($908,289) and 37,042 shares at $32.65 ($1,209,421) (total cash consideration ~$2.12M). Simultaneously, 55,460 shares were surrendered/withheld and disposed at $43.19 to cover the exercise price and tax withholding (31,957 shares = $1,380,223; 23,503 shares = $1,015,095; total ~$2.40M). Net result: a gain of 8,265 shares (63,725 acquired − 55,460 withheld/sold).

Key Details

• Transaction date: 2026-08-11; Form 4 filed 2026-08-13 (timely filing).
• Acquisitions (option exercises): 26,683 shares @ $34.04 = $908,289; 37,042 shares @ $32.65 = $1,209,421. Two additional derivative entries of 26,683 and 37,042 shares are reported at $0.00 (see footnotes).
• Withheld/disposed to cover taxes/exercise: 31,957 shares @ $43.19 = $1,380,223; 23,503 shares @ $43.19 = $1,015,095.
• Net change in beneficial ownership from these transactions: +8,265 shares. The filing does not state the total shares beneficially owned after the transaction.
• Footnotes of note: F1 notes 31,863 options held in constructive trust per a divorce decree/QDRO; F2 notes the reporting person holds 431,418 restricted common shares; F3 notes a reduction of 4,133 shares transferred to spouse per QDRO; F4/F5 describe time-vested option awards that vested in 2018 and 2019.
• Transaction codes: M = option exercise/conversion; F = payment of exercise price/tax liability (shares withheld/sold).

Context

• This appears to be a cashless-style option exercise: options were exercised and a large portion of shares were surrendered/withheld (disposed) to cover exercise costs and taxes; the CEO retained a net 8,265 shares.
• Such withholding/sales are common in option exercises to satisfy tax and exercise obligations and do not by themselves indicate a change in sentiment. The exercise does, however, increase the insider’s net holdings modestly.