Tolla John Charles 4

What Happened

• John C. Tolla, EVP and Chief Risk Officer of Axos Financial (AX), had restricted stock units (RSUs) vest on March 20, 2026. The filing shows conversion/exercise of 4,120 RSUs into common stock (2,943 + 1,177) at an implied price of $82.93, valued at about $341,672.
• Of those vested shares, 2,221 shares (1,587 + 634) were surrendered/retained by the issuer for tax withholding (dispositions to issuer), valued at about $184,188. Net shares received by Tolla = 1,899 shares (4,120 − 2,221).

Key Details

• Transaction date: March 20, 2026; Form 4 filed March 24, 2026 (timely filing).
• Prices shown: $82.93 per share (used to report value); withholding shares reported at same price.
• Total gross value of vested shares: ~$341,672; shares withheld for taxes: ~$184,188; net value of shares retained by insider ~ $157,484 (1,899 shares × $82.93).
• Shares owned after transaction: Not specified in the filing.
• Footnotes indicate these were RSUs granted under Axos Financial’s stock incentive plan, with vesting schedules referenced (footnotes show RSUs that vest either one-third or one-fourth annually depending on grant) and that the company retained shares for tax withholding (net-settlement).

Context

• This was not a market sale—these entries reflect RSUs vesting and conversion to common stock, followed by net-settlement (company withholding shares for taxes), a routine insider compensation/tax event rather than an open-market trade.
• Derivative code M here reflects exercise/conversion of derivative awards (RSUs converting to stock). Disposition code D indicates shares delivered to the issuer (tax withholding).