PROSPERITY BANCSHARES INC — Director's Dealing 2013

May 13, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PROSPERITY BANCSHARES INC (PB)
CIK: 0001068851
Period of Report: 2013-05-09

Reporting Person: Hester Randy (Chief Lending Officer of Bank)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-05-09	Common Stock	S	5640	$47.2606	Disposed	94394	Direct
2013-05-10	Common Stock	S	28632	$47.1733	Disposed	65762	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	42777	Indirect
Common Stock	20110	Indirect

Footnotes

F1: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $47.25 to $47.31, inclusive. The reporting person undertakes to provide to Prosperity Bancshares, Inc., any security holder of Prosperity Bancshares, Inc., or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

F2: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $47.15 to $47.25, inclusive. The reporting person undertakes to provide to Prosperity Bancshares, Inc., any security holder of Prosperity Bancshares, Inc., or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.