PATE WILLIAM 4

4 · PAR PACIFIC HOLDINGS, INC. · Filed Mar 3, 2026

AI-generated summary of this filing

Updated Mar 3, 2026

PAR PACIFIC (PARR) Director William Pate Exercises Options, Sells Shares

What Happened

William Pate, a Director of Par Pacific Holdings, exercised four non-qualified stock option grants on Feb 27, 2026 covering a total of 689,709 shares and immediately disposed of those shares back to the issuer (cashless/net settlement).
Breakdown by grant: 104,400 shares @ $17.00 (exercise cost $1,774,800; gross at $42.67 = $4,454,748), 100,355 @ $19.73 (cost $1,980,004; gross $4,282,148), 158,898 @ $16.52 (cost $2,624,995; gross $6,780,178), and 326,056 @ $14.91 (cost $4,861,495; gross $13,912,810).
Gross proceeds shown (shares × $42.67) totaled about $29.43M; after exercise costs withheld the net cash payment to Mr. Pate was about $18.19M. No shares were retained — the transactions were a cashless/net settlement to the issuer.

Key Details

Transaction date: 2026-02-27; Form 4 filed 2026-03-03 (see SEC filing for timeliness).
Total shares exercised and disposed: 689,709.
Total exercise cost (sum of strikes): ~$11.24M; gross disposal value: ~$29.43M; approximate net cash received: ~$18.19M.
Option grants (footnotes): F1 = 104,400 @ $17.00 (granted 2/26/2019, expires 2/25/2027); F3 = 100,355 @ $19.73 (granted 2/21/2020, expires 2/20/2028); F4 = 158,898 @ $16.52 (granted 2/19/2021, expires 2/19/2029); F5 = 326,056 @ $14.91 (granted 2/18/2022, expires 2/18/2030).
Footnote F2: the company made a cash payment equal to the shares × closing NYSE price on the exercise date less amounts withheld to pay the exercise price (i.e., a cashless/net settlement).
Shares owned after the transactions: none retained from these exercises (shares were disposed to issuer).

Context

This was an option exercise followed by disposal back to the company (cashless/net settlement), not an open-market sale. Such transactions are commonly done to cover exercise costs and taxes and do not necessarily indicate a change in the insider’s view of the company.
For retail investors: exercises with immediate disposition convert option value into cash for the insider but do not increase or decrease their reported shareholding (in this case, the insider did not add net shares).

Form 4

Period: 2026-02-27

Director

Transactions

Exercise/Conversion
Common Stock
[F1]
2026-02-27$17.00/sh+104,400$1,774,800→ 604,010 total
Disposition to Issuer
Common Stock
[F2]
2026-02-27$42.67/sh−104,400$4,454,748→ 499,610 total
Exercise/Conversion
Common Stock
[F3]
2026-02-27$19.73/sh+100,355$1,980,004→ 599,965 total
Disposition to Issuer
Common Stock
[F2]
2026-02-27$42.67/sh−100,355$4,282,148→ 499,610 total
Exercise/Conversion
Common Stock
[F4]
2026-02-27$16.52/sh+158,898$2,624,995→ 658,508 total
Disposition to Issuer
Common Stock
[F2]
2026-02-27$42.67/sh−158,898$6,780,178→ 499,610 total
Exercise/Conversion
Common Stock
[F5]
2026-02-27$14.91/sh+326,056$4,861,495→ 825,666 total
Disposition to Issuer
Common Stock
[F2]
2026-02-27$42.67/sh−326,056$13,912,810→ 499,610 total
Exercise/Conversion
Stock Option
[F1][F4]
2026-02-27−104,400→ 0 total
Exercise: $17.00Exp: 2027-02-25→ Common Stock (104,400 underlying)
Exercise/Conversion
Stock Option
[F3][F4]
2026-02-27−100,355→ 0 total
Exercise: $19.73Exp: 2028-02-20→ Common Stock (100,355 underlying)
Exercise/Conversion
Stock Option
[F4]
2026-02-27−158,898→ 0 total
Exercise: $16.52Exp: 2029-02-19→ Common stock (158,898 underlying)
Exercise/Conversion
Stock Option
[F5][F4]
2026-02-27−326,056→ 0 total
Exercise: $14.91Exp: 2030-02-18→ Common stock (326,056 underlying)

Footnotes (5)

[F1]Represents a non-qualified stock option to purchase 104,400 shares of Par Pacific Holdings, Inc. ("Company") common stock at an exercise price of $17.00 per share granted to Mr. Pate on February 26, 2019, and expiring on February 25, 2027.
[F2]On February 27, 2026, the Company made a cash payment to the reporting person in an amount equal to (i) the number of shares issued to the reporting person multiplied by (ii) the the closing price of the Company's closing stock price on the New York Stock Exchange on the exercise date less (iii) the amount withheld to pay the exercise price.
[F3]Represents a non-qualified stock option to purchase 100,355 shares of Company common stock at an exercise price of $19.73 per share granted to Mr. Pate on February 21, 2020, and expiring on February 20, 2028.
[F4]Represents a non-qualified stock option to purchase 158,898 shares of Company common stock at an exercise price of $16.52 per share granted to Mr. Pate on February 19, 2021, and expiring on February 19, 2029.
[F5]Represents a non-qualified stock option to purchase 326,056 shares of Company common stock at an exercise price of $14.91 per share granted to Mr. Pate on February 18, 2022, and expiring on February 18, 2030.

Signature

/s/ William Pate|2026-03-03

1 file