0001040188-24-000017.txt : 20240206 0001040188-24-000017.hdr.sgml : 20240206 20240206110254 ACCESSION NUMBER: 0001040188-24-000017 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20240206 DATE AS OF CHANGE: 20240206 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: PROSPERITY BANCSHARES INC CENTRAL INDEX KEY: 0001068851 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] ORGANIZATION NAME: 02 Finance IRS NUMBER: 742331986 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-55199 FILM NUMBER: 24598881 BUSINESS ADDRESS: STREET 1: 4295 SAN FELIPE STREET 2: N/A CITY: HOUSTON STATE: TX ZIP: 77027 BUSINESS PHONE: 7136939300 MAIL ADDRESS: STREET 1: 4295 SAN FELIPE CITY: HOUSTON STATE: TX ZIP: 77027 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: VICTORY CAPITAL MANAGEMENT INC CENTRAL INDEX KEY: 0001040188 ORGANIZATION NAME: IRS NUMBER: 132700161 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 15935 LA CANTERA PARKWAY CITY: SAN ANTONIO STATE: TX ZIP: 78256 BUSINESS PHONE: 2168982400 MAIL ADDRESS: STREET 1: 15935 LA CANTERA PARKWAY CITY: SAN ANTONIO STATE: TX ZIP: 78256 FORMER COMPANY: FORMER CONFORMED NAME: KEY ASSET MANAGEMENT INC/OH DATE OF NAME CHANGE: 19990325 SC 13G/A 1 prosperitybanc13ga1_123123.htm

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

SCHEDULE 13G

Under the Securities Exchange Act of 1934
( Amendment No. 1)*

Prosperity Bancshares Inc.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

743606105

(CUSIP Number) 

December 31, 2023

(Date of Event which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
x  Rule 13d-1(b)
¨  Rule 13d-1(c)
¨  Rule 13d-1(d)

* The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 
 

 

         
CUSIP No. 743606105   13G   Page 2 of 4 Pages
         

 

         
1.  

NAMES OF REPORTING PERSONS

 

Victory Capital Management Inc.


I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

13-2700161

    
2.   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)
(a)    ¨
(b)    ¨		    
3.   SEC USE ONLY
 		    
4.   CITIZENSHIP OR PLACE OF ORGANIZATION
 
New York		    

 

         
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH   5.  

SOLE VOTING POWER
 5,829,361

  6.   SHARED VOTING POWER
 
0
  7.   SOLE DISPOSITIVE POWER
 
5,928,697
  8.   SHARED DISPOSITIVE POWER
 
0

 

         
9.   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

5,928,697		    
10.   CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(see instructions)    ¨		    
11.   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

6.33%		    
12.   TYPE OF REPORTING PERSON (see instructions)

IA		    
         
         
                 
 
 

 

         
CUSIP No. 743606105   13G   Page 3 of 4 Pages
         

Item 1.

  (a) Name of Issuer
Prosperity Bancshares Inc.
     
  (b)

Address of Issuer’s Principal Executive Offices

4295 San Felipe

Houston, TX 77027

     

Item 2.

  (a) Name of Persons Filing
Victory Capital Management Inc.
     
  (b)

Address of the Principal Office or, if none, residence
4900 Tiedeman Rd. 4th Floor

Brooklyn, OH 44144

     
  (c) Citizenship
New York
     
  (d) Title of Class of Securities
Common Stock
     
  (e) CUSIP Number

743606105

     

Item 3.  If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

  (a) ¨ Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
       
  (b) ¨ Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
       
  (c) ¨ Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
       
  (d) ¨ Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).
       
  (e) x An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
       
  (f) ¨ An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
       
  (g) ¨ A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);
       
  (h) ¨ A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
       
  (i) ¨ A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
       
  (j) ¨ Group, in accordance with §240.13d-1(b)(1)(ii)(J).
       

Item 4.  Ownership.

 
 

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

         
  (a)   Amount beneficially owned:  5,928,697
         
  (b)   Percent of class:  6.33%
         
  (c)   Number of shares as to which the person has:
         
      (i)

Sole power to vote or to direct the vote:  5,829,361

         
      (ii) Shared power to vote or to direct the vote:  0
         
      (iii) Sole power to dispose or to direct the disposition of:  5,928,697
         
      (iv)

Shared power to dispose or to direct the disposition of:  0

Instruction. For computations regarding securities which represent a right to acquire an underlying security see §240.13d-3(d)(1).

         

Item 5.  Ownership of Five Percent or Less of a Class.

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following  ¨

Item 6.  Ownership of More than Five Percent on Behalf of Another Person.

The clients of Victory Capital Management Inc., including investment companies registered under the Investment Company Act of 1940 and separately managed accounts, have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the class of securities reported herein. No client has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, more than 5% of such class.

 

Item 7.  Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.

 Not applicable

Item 8.  Identification and Classification of Members of the Group.

 Not applicable.

Item 9.  Notice of Dissolution of Group.

 Not applicable.

Item 10.  Certification.

       
  (a)   The following certification shall be included if the statement is filed pursuant to §240.13d-1(b):
         
      By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.  
         
         
 
 

 

         
CUSIP No. 743606105   13G   Page 4 of 4 Pages
         

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

2/6/2024

Date

 

/s/ Barry Garrett

Signature

 

Barry Garrett/ Chief Compliance Officer

Name/Title