MARSHALL RUTH ANN 4

What Happened
Ruth Ann Marshall, a director of Regions Financial Corp (ticker: RF), received a derivative award of 1,660.682 shares of phantom stock on April 15, 2026. The award is reported at $27.85 per share, for a total value of $46,250. This was an award of deferred director compensation (not an open-market purchase or sale).

Key Details

• Transaction type: Award/Grant (derivative phantom stock) — Form 4 code A.
• Transaction date: 2026-04-15; Form filed: 2026-04-16 (timely filing).
• Quantity and price: 1,660.682 phantom shares @ $27.85 each = $46,250 (reported value).
• Shares owned after transaction: Not disclosed on this Form 4.
• Notable footnotes:
  • Each phantom share equals the cash value of one Regions common share (F1).
  • The reporting person elected to receive phantom stock in lieu of cash director fees; shares accrue under the Directors' Deferred Investment Plan (F2).
  • Phantom shares are payable in cash after termination either in a lump sum or up to 10 annual installments at the director's election (F3).
  • The reported amount includes quarterly cash dividends that were deemed reinvested in phantom stock (F4).

Context
This is routine director compensation paid as deferred, cash-settled phantom stock. Derivative awards like this represent a right to cash tied to the company’s share value rather than issuance of actual common stock, and do not by themselves indicate a personal buy or sell of company stock.