MCCREE DONALD H III 4

What Happened
Donald H. McCree III, Chair of the Commercial Bank at Citizens Financial Group (CFG), received an award of 52,334 shares (reported as acquired at $0.00) on 2026-03-01. On the same date he had 31,099 shares disposed at $60.19 per share, generating about $1,871,849; this disposal is reported under code F (tax withholding/payment of tax liability). The award is pursuant to the Amended and Restated Citizens Financial Group, Inc. 2014 Omnibus Incentive Plan.

Key Details

• Transaction date: 2026-03-01 (reported on Form 4 filed 2026-03-03) — filing appears timely.
• Award: 52,334 shares acquired at $0.00 (grant under Omnibus Incentive Plan; footnote F1).
• Withholding/Disposition: 31,099 shares disposed at $60.19 each for $1,871,849 (code F = tax withholding/payment).
• Net from these reported entries: +21,235 shares (52,334 granted − 31,099 withheld).
• Filing does not state total shares owned after the transactions.

Context
This was an equity award plus a routine share disposition to satisfy tax withholding — not an open-market sale for cash gain. Code F transactions commonly reflect shares withheld or surrendered to cover taxes on granted awards; they are administrative and do not necessarily indicate buy/sell sentiment. For retail investors, outright purchases are often the clearer bullish signal; this filing mainly documents compensation vesting and associated tax withholding.