Santana Megan D Form 4 UNIVEST FINANCIAL / Megan D Santana ownership change

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Santana Megan D

(Last) (First) (Middle)

14 NORTH MAIN STREET

PO BOX 197

(Street)

SOUDERTON PA 18964

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
UNIVEST FINANCIAL Corp [ UVSP ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)	X	Other (specify below)
Sr EVP & Chief Risk Officer / General Counsel

3. Date of Earliest Transaction (Month/Day/Year)
03/15/2024

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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	03/15/2024		M		559	A	$0	21,820.7681(1)(2)	D
Common	03/15/2024		M		661	A	$0	22,481.7681(1)(2)	D
Common	03/15/2024		M		407	A	$0	22,888.7681(1)(2)	D
Common	03/15/2024		M		2,844	A	$0	25,732.7681(2)(3)	D
Common	03/15/2024		J		581(4)	A	$0	26,313.7681(2)	D
Common	03/15/2024		F		1,450	D	$19.56	24,863.7681(2)	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 (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 Securities Underlying Derivative Security (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: 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
Restricted Stock Units	(1)	03/15/2024		M			407	03/15/2022	03/15/2024	Common	407	$0	0	D
Restricted Stock Units	(1)	03/15/2024		M			559	03/15/2023(5)	03/15/2025(5)	Common	559	$0	559	D
Restricted Stock Units	(1)	03/15/2024		M			661	03/15/2024(5)	03/15/2026(5)	Common	661	$0	1,322	D
Performance Restricted Stock Units	(3)	03/15/2024		M			2,844	03/15/2024	03/15/2024	Common	2,844	$0	0	D
Restricted Stock Units	(6)	03/15/2024		A		2,589		03/15/2025(5)	03/15/2027(5)	Common	2,589	$0	2,589	D
Performance Restricted Stock Units	(6)	03/15/2024		A		6,038		03/15/2027(7)	03/15/2027(7)	Common	6,038	$0	6,038	D

Explanation of Responses:

1. REPRESENTS THE SETTLEMENT OF ONE SHARE OF COMMON STOCK UPON VESTING OF THE CORRESPONDING NUMBER OF RESTRICTED STOCK UNITS.

2. INCLUDES 9,554.7681 SHARES ACQUIRED THROUGH THE DIVIDEND REINVESTMENT PLAN AND EMPLOYEE STOCK PURCHASE PLAN.

3. REPRESENTS THE SETTLEMENT OF ONE SHARE OF COMMON STOCK UPON VESTING OF THE CORRESPONDING NUMBER OF PERFORMANCE-BASED RESTRICTED STOCK UNITS.

4. ADDITIONAL SHARES AWARDED DUE TO EVALUATION OF PERFORMANCE FACTORS AFTER MEASUREMENT PERIOD.

5. RESTRICTED STOCK UNITS VEST AT 33.33% PER YEAR FOR THREE YEARS COMMENCING WITH THE EXERCISABLE DATE INDICATED ASSUMING CONTINUED EMPLOYMENT THROUGH THE VESTING DATE.

6. EACH RESTRICTED STOCK UNIT REPRESENTS A CONTINGENT RIGHT TO RECEIVE ONE SHARE OF COMMON STOCK UPON VESTING OF THE UNIT.

7. THE PERFORMANCE-BASED RESTRICTED STOCK UNITS VEST ON THE THIRD ANNIVERSARY OF THE DATE OF THE GRANT AT WHICH POINT THE ACTUAL NUMBER OF SHARES TO BE AWARDED WILL BE DETERMINED BASED ON THE PERFORMANCE OF THE COMPANY DURING THE THREE YEAR PERIOD. THE RECIPIENT MAY RECEIVE UP TO 150% OF THE REPORTED RESTRICTED STOCK UNITS.

Remarks:

	Megan D. Santana	03/19/2024
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
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