Nelson Adam D 4/A
4/A · Triumph Financial, Inc. · Filed May 5, 2026
Research Summary
AI-generated summary of this filing
Triumph Financial EVP Adam D. Nelson Receives RSUs, Withholds Shares
What Happened Adam D. Nelson, EVP and General Counsel of Triumph Financial (TFIN), was granted multiple restricted stock unit (RSU) awards on May 1, 2026 (total grants reported: 1,850 RSUs + 2,017 performance RSUs + 3,432 RSUs (derivative)). On the same date 1,194 shares were surrendered/forfeited to cover tax withholding related to vesting at a value of $67.55 per share, totaling $80,655. The RSU grants are reported at $0 acquisition price because they are awards, not market purchases.
Key Details
- Transaction date: May 1, 2026; Form filed May 5, 2026 and subsequently amended.
- Actions reported: Award/Grant (code A) of 1,850 RSUs, 2,017 performance-based RSUs, and 3,432 RSUs (derivative); Tax withholding/forfeiture (code F) of 1,194 shares at $67.55 ($80,655).
- Vesting / award notes: RSUs vest ratably over the first four anniversaries of the grant (Footnote F1). The 2,017 shares are performance-based (F2).
- Amendment: This filing amends the Form 4 to correct the previously reported number of performance shares from 2,710 to 2,017 (F3).
- Shares owned after transaction: Reporting person beneficially owns 23,044 shares and has 4,461 restricted shares/RSUs subject to future vesting (F5).
- Tax withholding: The 1,194-share disposition represents shares forfeited to cover tax withholding on vesting (routine, F4), not an open-market sale.
Context Tax-withholdings on vested RSUs are routine and typically do not signal a deliberate market sale. These entries are awards (not purchases) and show continued equity compensation. The filing was amended to correct reported share counts; no indication of late reporting beyond the amendment.
Insider Transaction Report
- Award
Common Stock
[F1]2026-05-01+1,850→ 26,682 total - Award
Common Stock
[F2][F3]2026-05-01+2,017→ 28,699 total - Tax Payment
Common Stock
[F4][F5]2026-05-01$67.55/sh−1,194$80,655→ 27,505 total - Award
Employee Stock Options
[F6][F7]2026-05-01+3,432→ 3,432 totalExercise: $67.55Exp: 2036-05-01→ Common Stock (3,432 underlying)
- 4,409
Employee Stock Options
[F6][F7]Exercise: $54.38Exp: 2035-05-01→ Common Stock (4,409 underlying) - 2,010
Employee Stock Options
[F7][F6]Exercise: $72.00Exp: 2034-05-01→ Common Stock (2,010 underlying) - 2,976
Employee Stock Options
[F6][F7]Exercise: $51.25Exp: 2033-05-01→ Common Stock (2,976 underlying) - 2,187
Employee Stock Options
[F6][F7]Exercise: $69.44Exp: 2032-05-01→ Common Stock (2,187 underlying) - 1,802
Employee Stock Options
[F6][F7]Exercise: $88.63Exp: 2031-05-01→ Common Stock (1,802 underlying) - 2,529
Employee Stock Options
[F6][F7]Exercise: $31.00Exp: 2029-05-01→ Common Stock (2,529 underlying) - 3,508
Employee Stock Options
[F6][F7]Exercise: $38.75Exp: 2028-05-01→ Common Stock (3,508 underlying)
Footnotes (7)
- [F1]Each share is represented by a Restricted Stock Unit ("RSU"). The RSUs will vest on the ratably on each of the first four anniversaries of the grant date.
- [F2]Represents the number of shares earned upon satisfaction of performance goals in connection with performance-based restricted stock units.
- [F3]This Form 4/A amends the Form 4 filed on May 5, 2026 to correct the number of shares reported in Box 4 from 2,710 shares to 2,017 shares.
- [F4]Represents the number of shares forfeited to cover tax withholding obligations in connection with the vesting of restricted stock units and performance awards.
- [F5]Consists of (i) 23,044 shares beneficially owned by reporting person, and (ii) 4,461 shares of restricted stock or restricted stock units of the reporting person subject to future vesting requirements.
- [F6]Represents non-qualified stock options of Issuer granted to reporting person under Issuer's 2014 Omnibus Incentive Plan.
- [F7]Exercise of the employee stock option is subject to vesting over four years from the date of grant, with one fourth of such options becoming exercisable on each of the first four anniversaries of the date of grant.