SCHEDULE: Hearin Foundations Exit Trustmark Stake Below 5%

The Robert M. Hearin Support Foundation and The Robert M. Hearin Foundation have reduced their beneficial ownership in Trustmark Corp, converting from a Schedule 13D to a 13G and exiting below the 5% threshold.

Summary

• Robert M Hearin Support Foundation and The Robert M Hearin Foundation filed an Amendment No. 11 to Schedule 13G for Trustmark Corp (CUSIP 898402102).
• The filing converts their status from a Schedule 13D to a Schedule 13G, indicating a shift to passive investment.
• Reasons for conversion include no longer being the largest shareholder and having no representatives on Trustmark's Board.
• This filing also serves as an exit filing, as recent share sales have placed their aggregate beneficial ownership below the 5% threshold.
• Sales included 40,000 shares on February 4, 2026, and 35,000 shares on February 5, 2026.
• As of the filing, Robert M Hearin Support Foundation beneficially owns 2,660,000 shares, representing 4.53% of Trustmark Corp's common stock.
• The Robert M Hearin Foundation beneficially owns 240,000 shares, representing 0.41% of Trustmark Corp's common stock.
• Individual trustees also hold shares: Matthew L. Holleman, III (61,734 shares, 0.11%) and Laurie Hearin McRee (229,476 shares, 0.39%).

Sentiment

Score: 4

Explanation: StockSavvy.ai views this as a moderately negative development for Trustmark Corp, as a long-standing significant investor group has reduced its stake and signaled a complete shift to passive investment, potentially indicating a lack of conviction or a strategic reallocation of capital.

Positives

• The reporting persons are transitioning to passive investors, reducing potential for activist pressure on Trustmark Corp.

Negatives

• A significant reduction in ownership by a long-standing investor group, the Robert M Hearin Support Foundation and The Robert M Hearin Foundation, has occurred.

Future Outlook

The filing indicates the Robert M Hearin Support Foundation and The Robert M Hearin Foundation intend to remain passive investors in Trustmark Corp, having reduced their stake below the 5% threshold.

Management Comments

• The Reporting Persons are no longer the largest shareholder of Trustmark, and there is no longer any representative of either Reporting Person on the Board of Trustmark. Thus, the Reporting Persons are now passive investors.

Industry Context

StockSavvy.ai notes that a shift from an activist Schedule 13D filing to a passive Schedule 13G, coupled with a reduction in stake below the 5% threshold, typically signals a reduced interest in influencing corporate strategy. For a regional bank like Trustmark Corp, the exit of a significant, long-term shareholder group could be viewed neutrally or slightly negatively, depending on the market's perception of the former shareholder's influence.

Stakeholder Impact

• Shareholders: May interpret the reduction in stake by a long-term investor as a negative signal, potentially impacting share price.
• Management: Reduced oversight or potential for activist pressure from this specific investor group.

Next Steps

• The Robert M Hearin Support Foundation and The Robert M Hearin Foundation will no longer be required to file Schedule 13G amendments for Trustmark Corp unless their beneficial ownership again exceeds 5%.

Key Dates

Recommendation

While the reduction in stake by a significant, long-term investor could be seen as a negative signal, the filing primarily reflects a change in the investor's strategy rather than a direct negative assessment of Trustmark's fundamentals. The company's share repurchases, which initially pushed the ownership above 5% again, suggest management confidence. Investors should hold and monitor Trustmark's operational performance and broader market conditions rather than reacting solely to this ownership change.

Keywords

Trustmark Corp, Schedule 13G, Beneficial Ownership, Share Sale, Passive Investment, Robert M Hearin Foundation, Institutional Investor, Bank Stock