Torchio Louis J 4

What Happened
Louis J. Torchio, President & CEO and a director of Northwest Bancshares (NWBI), had 4,672 shares withheld to satisfy tax withholding upon the vesting of restricted stock units (RSUs). The withholding was reported as disposed at an effective price of $12.28 per share, totaling approximately $57,372. This was a tax-withholding event tied to RSU vesting—not an open-market sale or a new purchase.

Key Details

• Transaction date: March 9, 2026; Filing date: March 11, 2026 (filed within the typical 2-business-day window).
• Price used for withholding: $12.28 per share. Total value withheld: ~$57,372.
• Shares withheld: 4,672 (code F — tax withholding on RSU vesting).
• Shares owned after the transaction: not specified in the Form 4 provided.
• Relevant footnotes: F1 denotes shares withheld to satisfy the reporting person's tax withholding obligation upon RSU vesting. F2 notes dividend equivalent rights accrue on those RSUs; F3 notes certain transactions not subject to Section 16 reporting.

Context
Tax-withholding by share retention on RSU vesting is a routine administrative transaction and does not necessarily indicate a change in the insider’s view of the company. This is not a cash-out open-market sale by the insider; it’s a mechanism to cover tax liabilities associated with equity compensation.