KELLY EDWARD J III 4

What Happened

• Edward J. Kelly III, a director of Citizens Financial Group (CFG), was credited with 258.151 restricted stock units on February 18, 2026. The Form 4 reports the acquisition at $0.00 per share (total reported value $0), reflecting an award rather than a market purchase or sale. The filing was submitted on February 19, 2026.

Key Details

• Transaction date: 2026-02-18; Filing date: 2026-02-19 (timely).
• Transaction type/code: A (Award/Grant/Other acquisition).
• Shares/units received: 258.151 RSUs; reported price per share: $0.00; reported total value: $0.
• Shares owned after transaction: not specified in the provided filing excerpt.
• Footnote: The RSUs were credited following the issuer’s dividend payment pursuant to an award under the Amended & Restated Citizens Financial Group, Inc. 2014 Non‑Employee Directors Compensation Plan (per footnote F1).

Context

• This was a compensation-related RSU credit to a non-employee director (routine director compensation), not an open-market buy or sale. Such awards are governed by plan terms (e.g., vesting, conversion to shares) and do not, by themselves, indicate the insider’s market view.