09/09/2025 | Press release | Distributed by Public on 09/09/2025 17:01
FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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 control number. | SEC 1474 (9-02) |
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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
STOCK APPRECIATION RIGHTS(3) | $39.33(3) | 09/05/2025 | 09/05/2025 | M | 600 | 07/14/2025(4) | 07/14/2032 | COMMON STOCK | 600 | $71.58 | 3,400 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
WAWROSKI JUDITH I 1200 SAN BERNARDO LAREDO, TX 78040 |
TREASURER/PAO |
/s/ Judith Wawroski | 09/09/2025 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | These stock appreciation rights (these "SARs") became vested and payable as of July 14, 2025. In accordance with the rules for filing a Form 4, the settlement of cash-settled SARs is treated as the simultaneous purchase of the number of shares of common stock the SARs represent and the sale of the same number of shares of common stock. Upon vesting, the SARs were only payable in cash and the reporting person did not receive any shares of the common stock, par value $1.00 per share (the "Common Stock"), of International Bancshares Corporation (the "Company"). |
(2) | Represents the closing price of the Company's Common Stock on September 5, 2025, the date the SARs were exercised (the "Exercise Date"). |
(3) | These SARs represent the right to receive, upon exercise, a cash amount equal to the number of shares of the Company's Common Stock underlying the SARs being exercised multiplied by the excess of the fair market value of one share of Common Stock on (i) the Exercise Date, and (ii) July 14, 2022, the date the SARs were granted (the "Grant Date"). |
(4) | These SARs are subject to a seven-year vesting schedule and become exercisable in six percentage installments, vesting 5% on the second anniversary of the Grant Date, and 10%, 15%, 20%, 25%, and 25% on each respective anniversary of the Grant Date thereafter. |