Rhodes Coolidge E JR 4

What Happened Rhodes Coolidge, Jr., EVP, General Counsel & Secretary of Cullen/Frost Bankers, Inc. (CFR), reported two transactions on Feb 5, 2026. He was credited with 1,724 shares as the vesting/issuance of earned performance stock units (reported at $0 acquisition price). At the same time 716 shares were disposed to the issuer at $143.60 per share, totaling $102,818.

Key Details

• Transaction dates: Feb 5, 2026 (reported on Form 4 filed Feb 9, 2026). Filing appears timely (within the 2-business-day window).
• Awards/acquisitions: 1,724 shares reported as acquired at $0.00 (F1 — earned performance stock units).
• Disposition: 716 shares disposed to the issuer at $143.60 each for $102,818.
• Shares owned after transaction: Not specified in the filing.
• Footnotes:
  • F1: These 1,724 shares represent shares earned from performance stock units granted Oct 25, 2022 covering the three‑year performance period ending Dec 31, 2025; the Compensation & Benefits Committee approved the award on Feb 5, 2026.
  • F2: 302 of the shares include amounts acquired through the Cullen/Frost Thrift Stock Plan.
• Likely purpose of disposition: A "disposition to the issuer" is commonly used to satisfy tax withholding obligations on vested awards (the filing does not state a market sale).

Context This filing primarily reflects compensation vesting (an award of earned PSUs) rather than an open‑market purchase or a deliberate sell decision. The simultaneous withholding/disposition of shares to the issuer typically settles tax obligations associated with the vesting event and does not necessarily indicate trading intent.