Joseph Fred J. 4

4 · National Bank Holdings Corp · Filed May 8, 2026

AI-generated summary of this filing

Updated May 8, 2026

NBHC Director Joseph Fred Receives 3,153-Share Restricted Award

What Happened

Joseph Fred, a Director of National Bank Holdings Corp (NBHC), received a grant of 3,153 restricted shares on 2026-05-07 (code A). Separately, 686 shares were withheld on 2026-05-06 to satisfy a $29,471 tax liability related to a prior restricted stock vesting (code F). The grant was issued at no cash consideration ($0.00 per share).

Key Details

Transaction dates and amounts:
- 2026-05-06: 686 shares withheld at $42.96/share for tax payment, disposition value $29,471 (F).
- 2026-05-07: Grant of 3,153 restricted shares, $0.00 purchase price (A).
Shares owned after transaction: The filing reports 3,153 unvested restricted shares included in the reporting person's total holdings (see footnote F3). The form does not state the full total of all shares owned.
Footnotes of note:
- F1: The 686-share withholding satisfied taxes on vesting of a previously granted award (04/30/2025).
- F2: The 3,153-share grant is restricted stock; no cash paid—consideration is services rendered.
- F3: The 3,153 shares are unvested and will vest in two equal installments: (i) the 180th day after grant and (ii) the day before NBHC's 2027 Annual Meeting, subject to continued service.
Filing timeliness: Report filed 2026-05-08 for transactions on 2026-05-06 and 2026-05-07 — appears timely.

Context

This filing reflects an equity award (not an open-market buy) and a routine tax-withholding disposition. Restricted-stock grants and withholding for taxes are common compensation events and do not by themselves indicate the insider's view of the company's stock. Transaction codes: A = award/grant, F = tax withholding.

Form 4

Period: 2026-05-06

Director

Transactions

Footnotes (3)

[F1]Represents shares withheld for payment of tax liability upon vesting of the remainder of the restricted stock award granted to the reporting person on 04/30/2025.
[F2]This transaction represents a grant of restricted stock by the Issuer. Therefore, no consideration other than the value of services rendered was paid.
[F3]Total includes 3,153 unvested shares of restricted stock awarded under the National Bank Holdings Corporation 2023 Omnibus Incentive Plan, as amended and restated May 7, 2026, that will vest in two equal installments on (i) the 180th day following the date of grant and (ii) the day before the registrant's 2027 Annual Meeting of Shareholders, subject to continued service through the date of vesting.

Signature

/s/ Amy Abrams, Attorney-in-Fact|2026-05-08

2 files