Stock Yards Bancorp Director David L. Hardy Acquires Additional Shares and Receives Stock Appreciation Rights

Director's Share Acquisition Through Dividend Reinvestment Program

David L. Hardy, identified as a director of Stock Yards Bancorp, acquired 92 shares of common stock on July 27, 2026, according to the regulatory filing. The acquisition price was recorded at $82.45 per share, representing a transaction value of approximately $7,584.40 before any applicable fees or commissions. This transaction was executed as part of an automatic dividend reinvestment mechanism, meaning the shares were acquired through the reinvestment of dividends rather than a direct purchase by Hardy himself.

The filing indicates that the shares acquired were held indirectly through the Trust Directors Deferred Compensation Plan, a structure commonly used by company directors to defer compensation and reinvest dividends. This mechanism allows directors to accumulate additional shares without direct cash outlay, as dividends paid on existing shares are automatically used to purchase new shares at current market prices. The transaction adds to Hardy's existing stake in the financial institution and reflects ongoing equity accumulation by a member of the company's board.

Current Beneficial Ownership Position Following Transaction

Following the July 27, 2026 transaction, Hardy's total beneficial ownership of Stock Yards Bancorp common stock stands at 2,856 shares, according to the disclosure document. This figure includes both shares held directly and those held indirectly through the deferred compensation plan structure. The 92-share increase represents an approximately 3.3 percent increase to his overall common stock position, demonstrating continued equity accumulation by the director.

The beneficial ownership figure disclosed in the filing captures Hardy's equity stake in the company as of the transaction date. This information is material to investors seeking to understand the level of insider commitment to Stock Yards Bancorp and the alignment between management and shareholder interests. Directors with meaningful ownership positions are generally viewed as having stronger incentives to promote long-term shareholder value, though ownership levels alone do not indicate future company performance.

Stock Appreciation Rights Holdings and Exercise Mechanics

In addition to common stock ownership, the filing reveals that Hardy holds 1,000 stock appreciation rights (SARs), a form of derivative equity compensation. These SARs have an exercise price of $67.85 per share and become exercisable beginning October 21, 2026, with an expiration date of October 21, 2035. Each SAR, if exercised, would be settled in 1,000 shares of common stock, providing Hardy with potential upside exposure should Stock Yards Bancorp's stock price appreciate above the $67.85 exercise level.

Stock appreciation rights are commonly granted to directors and executives as a form of performance-based compensation tied to stock price appreciation. The exercise price of $67.85 represents the baseline level at which Hardy would begin to realize gains from the SARs if the stock appreciates. The ten-year expiration window provides substantial time for potential exercise, though the actual value realized would depend on the company's share price performance over that period relative to the $67.85 baseline.

Insider Transaction Filing Requirements and Regulatory Context

The disclosure filed on July 28, 2026, is a Form 4 filing, a regulatory document required under Section 16(a) of the Securities Exchange Act of 1934. Directors, officers, and beneficial owners of more than 10 percent of a company's equity securities are required to file Form 4 statements within two business days of any transactions involving the company's securities. These filings are designed to provide transparency regarding insider buying and selling activity and are accessible to investors through the SEC's EDGAR database.

The timing of Hardy's Form 4 filing reflects standard regulatory requirements, with the transaction occurring on July 27, 2026, and the filing submitted the following business day. The disclosure includes detailed information about the transaction code, number of securities involved, prices, and the nature of beneficial ownership. Investors monitoring insider activity at publicly traded companies often review Form 4 filings as one indicator of management confidence or capital allocation decisions, though individual transactions should be considered within broader context of the company's performance and strategy.

Deferred Compensation Plan Structure and Dividend Reinvestment

The filing notes that the 92 shares acquired by Hardy include shares acquired through automatic dividend reinvestment, a feature of the Trust Directors Deferred Compensation Plan. Under this structure, dividends paid on shares held within the plan are automatically reinvested to purchase additional shares at current market prices on the dividend payment date. This mechanism is designed to compound directors' equity stakes over time and encourage long-term ownership alignment with shareholder interests.

Deferred compensation plans for directors serve multiple purposes within corporate governance frameworks. They allow directors to defer portions of their compensation on a tax-advantaged basis while simultaneously building equity stakes in the company. By automatically reinvesting dividends, these plans remove discretionary decision-making from the process and ensure that directors' equity positions grow with company profitability, as reflected in increasing dividend payments. This passive accumulation mechanism contrasts with active trading decisions and reflects a more measured, long-term approach to equity ownership.

Hardy's Director Status and Governance Role

David L. Hardy is identified in the filing as a director of Stock Yards Bancorp, a classification indicating his membership on the company's board of directors. Directors serve governance and oversight functions, typically including responsibilities related to strategic planning, financial oversight, audit committee participation, and compensation decisions. Hardy's address is listed as 1040 East Main Street, Louisville, Kentucky 40206, indicating a connection to the company's home state and primary market.

The director classification is important context for interpreting insider transactions. Directors' equity transactions may reflect their assessment of company value and future prospects, though individual purchases or sales should not be interpreted as definitive indicators of company trajectory. Directors' holdings and transactions are reviewed by investors as one factor among many when evaluating management alignment with shareholder interests and conviction in the company's strategic direction.

Market Price Context and Valuation Implications

The $82.45 share price at which Hardy's shares were acquired through dividend reinvestment on July 27, 2026, provides a snapshot of Stock Yards Bancorp's trading level on that specific date. This price represents the market clearing price at which the dividend reinvestment transaction was executed. Investors comparing this price to historical trading levels or recent market performance may find context for understanding the company's valuation trajectory during the period surrounding the transaction.

The $67.85 exercise price on Hardy's stock appreciation rights, granted at some earlier date, represents a baseline valuation point below the current $82.45 trading level reflected in the recent share purchase. This relationship suggests the stock has appreciated since the SARs were granted, creating intrinsic value in those derivative securities. The spread between the exercise price and current trading levels is a factor investors might consider when evaluating the economic value of equity compensation arrangements granted to directors and officers.

Transparency and Investor Information Access

The Form 4 filing provides investors with transparent, real-time information regarding insider transactions at publicly traded companies. These disclosures are filed with the SEC and made publicly available through the EDGAR database, allowing any investor to review the insider trading activity of directors, officers, and substantial shareholders. The detailed information provided in the filing—including transaction dates, prices, quantities, and beneficial ownership percentages—enables investors to track changes in insider equity stakes over time and identify patterns in buying or selling behavior.

Investors interested in monitoring insider activity at Stock Yards Bancorp can access Form 4 filings and other insider-related disclosures through the SEC's EDGAR system by searching for the company's ticker symbol or CIK number. Aggregated insider trading information is also available through various financial data providers and investor research platforms. Regular review of insider filings can be one component of a comprehensive investment research process, though such filings should be analyzed alongside financial statements, management guidance, and broader market conditions.

Regulatory Compliance and Filing Authentication

The Form 4 filing was signed on behalf of Hardy by Vycki Seigle, acting under power of attorney on July 28, 2026. This signature represents certification that the information contained in the filing is accurate and complete to the best of the signatory's knowledge. The filing includes standard regulatory language regarding the penalties for intentional misstatements or omissions of facts, which constitute federal criminal violations under applicable securities laws. These certification and penalty provisions are designed to ensure the accuracy and integrity of insider trading disclosures.

The two-business-day filing deadline for Form 4 submissions reflects regulatory requirements intended to ensure timely disclosure of insider transactions to the investing public. Compliance with these deadlines is monitored by the SEC, and failures to file timely disclosures can result in enforcement actions. The filing process and authentication procedures represent part of the regulatory framework designed to maintain confidence in securities markets through transparent reporting of insider activity and beneficial ownership changes.