Nesi Victor 4

What Happened

• Victor Nesi, a director of Stifel Financial Corp (SF), exercised/converted 36,981 derivative units into common shares on Feb 18, 2026. As part of the same activity, 18,879 shares were surrendered/withheld to cover tax liabilities at an implied value of $120.49 per share, totaling $2,274,731. The filing also shows a grant/award of 46,227 restricted units (PRSUs) issued the same day (no exercise price).

Key Details

• Transaction date: 2026-02-18 (Form filed 2026-02-20).
• Exercise/conversion: 36,981 units -> shares (code M) at $0.00 exercise price.
• Tax withholding/payment: 18,879 shares disposed (code F) at $120.49 → $2,274,731.
• Grant/award: 46,227 PRSU units (code A) issued @ $0.00 (derivative units).
• Footnotes: Units issued under PRSU award dated Feb 18, 2022; 80% vested now, 20% vests in one year (F1). Units have no expiration date (F2) and are currently exercisable (F3).
• Shares owned after the transactions are not specified in the filing.
• Filing appears timely (transaction 2/18/2026; Form 4 filed 2/20/2026).

Context

• This was effectively a conversion of restricted/derivative units into shares with shares withheld to satisfy tax obligations (common “cashless” or share-withholding treatment), not an open-market sale. The withheld shares do not necessarily indicate a bearish view—they are a tax settlement mechanism.
• The grant of 46,227 PRSU units is a compensation award; 20% of those units remain subject to future vesting per the footnote.