Sec Form 4 Filing - Butler Ronald David II @ FIRST FINANCIAL BANKSHARES INC - 2023-08-16

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Butler Ronald David II
2. Issuer Name and Ticker or Trading Symbol
FIRST FINANCIAL BANKSHARES INC [ FFIN]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
CAO
(Last) (First) (Middle)
P. O. BOX 701
3. Date of Earliest Transaction (MM/DD/YY)
08/16/2023
(Street)
ABILENE, TX79510
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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)
Code V Amount (A) or (D) Price
Common Stock 08/16/2023 F 139 ( 1 ) D $ 29.53 146,627 D
Common Stock 08/16/2023 A 4,063 ( 2 ) A $ 0 150,690 D
Common Stock 08/16/2023 D 565 ( 3 ) D 150,125 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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option, Right to Buy $ 29.53 08/16/2023 A 14,289 ( 4 ) 08/16/2033 Common Stock 14,289 $ 0 14,289 D
Deferred Stock Units ( 3 ) 08/16/2023 A 565 ( 3 ) ( 3 ) Common Stock 565 ( 3 ) 565 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Butler Ronald David II
P. O. BOX 701
ABILENE, TX79510
CAO
Signatures
By: Michelle S. HickoxAttorney in Fact forRonald D. Butler, II 08/18/2023
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The reporting person elected, in accordance with the Registrant's 2021 Omnibus Stock and Incentive Plan, to exercise his right to have the Registrant withhold 139 shares of the Registrant's common stock to pay income taxes related to vesting of previously granted restricted stock units.
( 2 )Reflects grant of restricted stock units (RSUs) which vest in three approximately equal installments on each of the three anniversaries of the grant date.
( 3 )In connection with the vesting on August 16, 2023, of 565 restricted stock units previously granted to Mr. Butler on August 16, 2022, Mr. Butler's receipt of 565 shares of common stock was deferred resulting in Mr. Butler's receipt instead of 565 shares of deferred stock units into the First Financial Bankshares, Inc. Supplemental Executive Retirement Plan, as amended and restated effective July 26, 2022 (the "SERP"). Mr. Butler is therefore reporting the disposition of 565 restricted stock units in exchange for an equal number of shares of deferred stock units under the SERP, which are payable upon Mr. Butler's termination of employment.
( 4 )The options vest 33.33% after one year from the grant date, 66.66% after the second year, and 100% after the third year.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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