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FIRST BANCORP /PR/·4

Mar 18, 5:00 PM ET

Berges Gonzalez Orlando 4

4 · FIRST BANCORP /PR/ · Filed Mar 18, 2026

Research Summary

AI-generated summary of this filing

Updated

First Bancorp (FBP) CFO Orlando Berges Exercises PSUs, Withholds Shares

What Happened

  • Orlando Berges, EVP and Chief Financial Officer of First Bancorp (FBP), had 28,595 derivative awards (performance share units) convert into common shares on March 16, 2026. Of those shares, 12,842 were withheld to cover tax obligations at $20.57 per share (9,108 shares withheld for $187,352 and 3,734 shares withheld for $76,808), leaving a net delivery of 15,753 shares to Mr. Berges.
  • This was a conversion/vesting event (not an open-market purchase). The withholding of shares to cover taxes is routine and often reported as a disposition (code F) on Form 4.

Key Details

  • Transaction date: March 16, 2026; Form 4 filed March 18, 2026 (appears timely, within standard two-business-day reporting).
  • Exercise/conversion: 28,595 performance share units converted into 28,595 shares (transaction code M).
  • Tax withholding/dispositions: 9,108 shares @ $20.57 = $187,352 and 3,734 shares @ $20.57 = $76,808 (total withheld ≈ $264,160) (transaction code F).
  • Net shares received by insider: 15,753 shares.
  • Shares owned after transaction: not specified in the provided filing excerpt.
  • Relevant footnotes: the shares arose from performance share units that vest based on multi-year performance goals (see F1–F3). The filing indicates vesting tied to performance goals from awards granted in March 2023 and later awards; some shares were withheld specifically to cover taxes on vested performance shares and restricted stock.

Context

  • This was effectively a cashless settlement of performance awards: performance units converted to shares and some of those shares were withheld to satisfy tax withholding obligations.
  • Tax-withholding dispositions are routine and do not necessarily indicate a sell decision by the insider beyond meeting tax obligations.
  • No evidence in this filing of an open-market sell or additional purchases by the insider.

Insider Transaction Report

Form 4
Period: 2026-03-16
FIRST BANCORP /PR/FBP
Berges Gonzalez Orlando
EVP and CFO
Transactions
  • Exercise/Conversion

    First BanCorp Common Stock, par value $0.10 per share

    [F1][F2]
    2026-03-16+28,595→ 324,880 total
  • Tax Payment

    First BanCorp Common Stock, par value $0.10 per share

    [F3]
    2026-03-16$20.57/sh−9,108$187,352→ 315,772 total
  • Tax Payment

    First BanCorp Common Stock, par value $0.10 per share

    [F4]
    2026-03-16$20.57/sh−3,734$76,808→ 312,038 total
  • Exercise/Conversion

    Performance Share Unit

    [F1][F2][F5]
    2026-03-16−28,595→ 30,274 total
    Exp: 2026-03-16→ Common Stock (28,595 underlying)
Footnotes (5)
  • [F1]Performance Share Units granted as a performance award, vesting based upon degree of achievement of performance goal. Each Performance Share Unit represents a contingent right to receive one share of FBP common stock. At the end of the three-year performance period, 50% of the award is paid for threshold-level performance up to 150% for maximum level performance, in FBP common stock free of restriction. Amounts between threshold, target, and maximum level performance are interpolated to reward incremental achievement and no amounts are paid if actual results of the performance goal are below threshold-level performance.
  • [F2]Performance Share Units that vested based upon the degree of achievement of equally weighed performance goals at the end of a three-year performance period, comprising: (i) our total shareholder return relative to companies comprising the KBW Regional Bank Index ("TSR Target Performance"); and (ii) our pre-established targeted tangible book value per share goal ("TBV Target Performance"). Performance Share Units vested based on the achievement of (i) the TSR Target Performance goal at a level resulting in 150% of target, and (ii) the TBV Target Performance goal at a level resulting in 101.46% of target, each pursuant to the grant of Performance Units awarded on March 16, 2023.
  • [F3]Shares withheld to cover taxes related to Performance Shares Units that vested on March 16, 2026 pursuant to the terms of the long-term incentive award made on March 16, 2023.
  • [F4]Shares withheld to cover taxes related to restricted stock that vested on March 16, 2026 pursuant to the terms of the restricted stock award made on March 16, 2023.
  • [F5]The amount of 30,274 Performance Share Units were granted as a performance award with 15,561 shares granted on March 21, 2024 and 14,713 shares granted on March 19, 2025, and vest upon the degree of achievement of performance goals. Each Performance Share Unit represents a contingent right to receive one share of FBP common stock.
Signature
/s/ Adolfo Sepulveda, Esq., Attorney-in-Fact|2026-03-18

Documents

1 file
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    ownership.xmlPrimary

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