Allen Karin K 4

4 · REGIONS FINANCIAL CORP · Filed Apr 7, 2026

AI-generated summary of this filing

Updated Apr 7, 2026

Regions Financial (RF) PAO Karin K. Allen Exercises & Sells Shares

What Happened

Karin K. Allen, Principal Accounting Officer at Regions Financial Corp. (RF), had restricted and performance awards vest on April 3, 2026. Performance share units converted into 1,742 shares of common stock (conversion rate 0.65 PSU → share) and 1,132 restricted stock units (RSUs) vested and settled in shares. Some award-related shares were immediately used to satisfy tax withholding and cash-settled dividend obligations.
Specific transactions reported: 1,742 shares acquired from PSU conversion (priced $0.00), 1,132 RSUs acquired (priced $0.00), 250.388 shares settled/paid out in cash to the issuer at $26.47/share for $6,628, and 1,276 shares withheld/disposed at $26.47/share to cover tax liability totaling $33,776.

Key Details

Transaction date: April 3, 2026; Form 4 filed April 7, 2026 (filed on the standard reporting deadline).
Prices: cash settlements/withholding executed at $26.47 per share.
Amounts: 1,742 shares from PSUs; 1,132 RSUs vested; 1,276 shares withheld for taxes (~$33,776); 250.388 shares cashed out ($6,628).
Footnotes: PSUs converted at a 0.65 conversion rate (F4); RSUs granted April 3, 2023 settled 1-for-1 (F1, F5); some dividends were deemed reinvested but settled in cash (F2, F3, F6, F7).
Shares owned after transaction: not specified in the provided filing details.

Context

These entries reflect routine award vesting and settlements (awards converting to shares plus tax withholding and cash settlement of dividend-related units), not open-market buying or opportunistic selling. The withholding/disposition entries are typical for covering tax obligations and payout of dividend-related awards.
Derivative code M indicates conversion/exercise of performance/other derivative awards; code F indicates shares disposed to cover tax liability; code D indicates disposition to the issuer for cash settlement.

Form 4

Period: 2026-04-03

Principal Accounting Officer

Transactions

Exercise/Conversion
Common Stock
[F1]
2026-04-03+1,742→ 40,129 total
Exercise/Conversion
Common Stock
[F2]
2026-04-03+250.388→ 40,379.388 total
Disposition to Issuer
Common Stock
[F3]
2026-04-03$26.47/sh−250.388$6,628→ 40,129 total
Award
Common Stock
[F4]
2026-04-03+1,132→ 41,261 total
Tax Payment
Common Stock
2026-04-03$26.47/sh−1,276$33,776→ 39,985 total
Exercise/Conversion
Restricted Stock Units
[F5][F1][F6]
2026-04-03−1,742→ 5,571.903 total
Exercise: $0.00→ Common Stock (1,742 underlying)
Exercise/Conversion
Restricted Stock Units
[F7][F2][F6]
2026-04-03−250.388→ 5,321.515 total
Exercise: $0.00→ Common Stock (250.388 underlying)

Holdings

Footnotes (7)

[F1]Represents the vesting of restricted stock units granted on April 3, 2023 that settle in shares of common stock on a 1-for-1 basis.
[F2]Represents the vesting of cash dividends on restricted stock units granted on April 3, 2023 that were deemed reinvested in restricted stock units and settle in cash.
[F3]Represents the disposition of cash dividends that were deemed reinvested in restricted stock units and settle in cash.
[F4]Performance share units vested and were settled in shares of common stock at a conversion rate of .65 shares of common stock for each performance share unit. The number of performance share units earned was based on the issuer meeting certain performance thresholds and goals during the period from January 1, 2023 through December 31, 2025.
[F5]Each restricted stock unit represents a contingent right to receive one share of common stock.
[F6]Includes quarterly cash dividends that were reinvested in restricted stock units.
[F7]Each restricted stock unit represents a contingent right to receive cash due to cash dividends that have been deemed reinvested in restricted stock units.

Signature

/s/ Elizabeth H. Townsend - Attorney-in-Fact|2026-04-07

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