KELLY EDWARD J III 4

What Happened

• Edward J. Kelly III, a director of Citizens Financial Group, received a grant of 2,608 restricted stock units (RSUs) on April 23, 2026. The filing reports an acquisition price of $0.00 (award/grant), with a reported total value of $0 at grant.
• This was an award under the company's non-employee directors compensation plan (see footnote). This is a compensation grant (not an open-market purchase or sale), so it is typically routine director pay rather than a direct market signal.

Key Details

• Transaction date: 2026-04-23; Filing date: 2026-04-24 (filed one day after the transaction).
• Transaction type/code: Award/Grant (A); 2,608 RSUs granted at reported price $0.00.
• Shares owned after transaction: not specified in the Form 4 filing.
• Footnote: F1 — Award granted pursuant to the Amended & Restated Citizens Financial Group, Inc. 2014 Non-Employee Directors Compensation Plan.
• Timeliness: Filing appears timely (filed the day after the grant); no late filing flag noted.

Context

• RSUs are compensation awards that represent the right to receive shares (or their cash equivalent) upon vesting/settlement and are different from an outright purchase or sale of stock. Such grants are routine for non-employee directors and generally reflect standard board compensation.