Allen Karin K 4

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.