What triggered the HBNC CFO’s tax-withholding share disposition?

The tax-withholding disposition was triggered by restricted stock units vesting. A footnote states the transactions represent vesting of RSUs granted on May 20, 2024 under the equity incentive plan, with some shares withheld to satisfy associated tax obligations.

Horizon Bancorp (HBNC) CFO granted 19,897 shares, withholds 8,649 for taxes

Filing Impact

(High)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Horizon Bancorp EVP and CFO John R. Stewart reported equity compensation activity involving company common stock. On May 20, 2026, he acquired 19,897 shares at no cost through a grant or award, increasing his direct holdings to 105,713 shares.

On May 26, 2026, 8,649 shares were disposed of at $18.50 per share to satisfy tax obligations related to vesting, a tax-withholding disposition rather than an open-market sale. After these transactions, he directly holds 97,064 shares. A footnote explains the activity reflects vesting of restricted stock units granted on May 20, 2024 under the company’s equity incentive plan, with shares withheld for taxes.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Stewart John R

Role EVP - Chief Financial Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	8,649	$18.50	$160K
Grant/Award	Common Stock	19,897	$0.00	--

Holdings After Transaction: Common Stock — 97,064 shares (Direct, null)

Footnotes (1)

[object Object]

Key Figures

Stock grant: 19,897 shares Tax-withholding shares: 8,649 shares Shares after grant: 105,713 shares +1 more

4 metrics

Stock grant 19,897 shares Common stock awarded on May 20, 2026 at $0.00 per share

Tax-withholding shares 8,649 shares Disposed on May 26, 2026 at $18.50 per share for tax obligations

Shares after grant 105,713 shares Direct holdings following the 19,897-share award

Shares after tax withholding 97,064 shares Direct holdings after 8,649-share tax-withholding disposition

Key Terms

restricted stock units, equity incentive plan, tax-withholding disposition, grant, award, or other acquisition

4 terms

restricted stock units financial

"Represents the vesting of restricted stock units granted on May 20, 2024"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

equity incentive plan financial

"restricted stock units granted on May 20, 2024, under the Company's equity incentive plan"

An equity incentive plan is a program that gives employees, executives or directors the right to receive company stock or options to buy stock as part of their pay. Think of it as offering slices of future company profit to motivate people to boost long‑term performance; for investors it matters because it can align employee goals with shareholder value but also increases the number of shares outstanding, which can dilute existing ownership.

tax-withholding disposition financial

"transaction_action": "tax-withholding disposition""

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

grant, award, or other acquisition financial

"transaction_code_description": "Grant, award, or other acquisition""

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google

Form 4 Insider Transactions: What Each Field Means →

05/27/2026 - 04:05 PM

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Stewart John R

(Last)

(First)

(Middle)

515 FRANKLIN STREET

(Street)

MICHIGAN CITY

INDIANA

46360

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
HORIZON BANCORP INC /IN/ [ HBNC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	EVP - Chief Financial Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/20/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	05/20/2026		A		19,897	A	$0⁽¹⁾	105,713	D
Common Stock	05/26/2026		F		8,649	D	$18.5⁽¹⁾	97,064	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Represents the vesting of restricted stock units granted on May 20, 2024, under the Company's equity incentive plan, subject to continued service; shares withheld for tax obligations are also reported.

Remarks:

	/s/ John R. Stewart	05/27/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did HBNC CFO John R. Stewart report?

HBNC CFO John R. Stewart reported a stock grant and related tax withholding. He received 19,897 common shares at no cost, then 8,649 shares were withheld at $18.50 per share to cover tax obligations from restricted stock unit vesting.

Did the HBNC CFO buy or sell shares on the open market in this Form 4?

The HBNC CFO did not report open-market buying or selling. The filing shows a grant of 19,897 shares and a tax-withholding disposition of 8,649 shares tied to restricted stock unit vesting under the company’s equity incentive plan.

How many HBNC shares does the CFO hold after these reported transactions?

After the reported transactions, the HBNC CFO directly holds 97,064 common shares. This figure reflects the 19,897-share grant and the subsequent 8,649-share tax-withholding disposition related to the vesting of earlier granted restricted stock units.

What does the grant of 19,897 HBNC shares to the CFO represent?

The 19,897-share grant represents equity compensation to the HBNC CFO. It is reported as a grant or award acquisition at a price of $0.00 per share, consistent with stock-based compensation provided under the company’s equity incentive plan for executive officers.

Is the HBNC CFO’s tax-withholding transaction considered a sale of shares?

The tax-withholding transaction is not an open-market sale. It is coded as a tax-withholding disposition, where 8,649 shares valued at $18.50 per share were delivered to cover tax liabilities arising from restricted stock unit vesting.