Rogers Michael J. 4

What Happened Michael J. Rogers, Senior Vice President and Chief Accounting Officer of BOK Financial (BOKF), converted/received 190 shares on 2026-02-18 (derivative exercise/conversion, code M) at $0.00 per share. To satisfy tax withholding obligations (code F), 211 shares were disposed/withheld at $133.56 each, resulting in proceeds of $28,181. This was not an open-market buy or speculative sale but an equity award conversion with shares withheld for taxes.

Key Details

• Transaction date: 2026-02-18 (reported on Form 4 filed 2026-02-19) — filing appears timely.
• Acquired: 190 shares @ $0.00 (exercise/conversion of derivative, code M).
• Disposed/Withheld for taxes: 211 shares @ $133.56 = $28,181 (code F).
• Shares owned after transaction: Not specified in the filing.
• Footnote: F1 states these were upward restricted stock adjustments tied to performance goals under the BOKF Executive Incentive Plan for restricted awards made in 2023.
• No indication of a 10b5-1 plan or open-market trade.

Context

• Code M indicates conversion/exercise of a derivative (e.g., performance-based restricted stock adjustment). Code F indicates shares were surrendered/withheld to cover tax liabilities (common for equity awards).
• The transaction is routine compensation-related activity rather than a market buy/sell that would signal insider sentiment.