Crow David M 4

4 · Axos Financial, Inc. · Filed Mar 16, 2026

AI-generated summary of this filing

Updated Mar 16, 2026

Axos Financial EVP David Crow Receives RSUs, Withholds Shares

What Happened

David M. Crow, Executive Vice President and Head of Axos Clearing, had 738 restricted stock units (RSUs vest) convert to common shares on March 15, 2026. The vested shares are reported at $84.68 each (738 × $84.68 = $62,494).
To cover tax withholding on the vested RSUs, Axos retained 292 of those shares (292 × $84.68 = $24,727). In addition, Crow received a new grant of 827 RSUs the same day.
This was not an open-market purchase or sale by the insider but a routine RSU vesting with net-share settlement (company withheld shares for taxes).

Key Details

Transaction date: March 15, 2026. Report filed March 16, 2026 (timely).
Vested/converted: 738 shares at $84.68 (value reported $62,494).
Withheld for taxes: 292 shares at $84.68 (value reported $24,727) — company retained shares (net settlement).
New grant: 827 RSUs awarded (no cash price; contingent right to one share each).
Net impact to common stock holdings from these events: +446 issued shares received (738 issued − 292 withheld) plus 827 RSU awards (derivative/form of future shares).
Relevant footnotes: RSUs were granted under Axos’ 2014 Stock Incentive Plan, vest one‑third each anniversary, are contingent rights to one share, and include dividend equivalents.

Context

This filing documents RSU vesting and a contemporaneous RSU grant, not a market purchase or open‑market sale. The withholding of shares for taxes is a common cashless/net settlement process and should be viewed as routine compensation-related activity rather than an independent buy/sell signal.

Form 4

Period: 2026-03-15

EVP, Head of Clearing

Transactions

Exercise/Conversion
Common Stock
[F1]
2026-03-15$84.68/sh+738$62,494→ 1,625 total
Disposition to Issuer
Common Stock
[F2]
2026-03-15$84.68/sh−292$24,727→ 1,333 total
Exercise/Conversion
Restricted Stock Units
[F3][F4][F5]
2026-03-15−738→ 4,528 total
→ Common Stock (738 underlying)
Award
Restricted Stock Units
[F6][F4][F5]
2026-03-15+827→ 5,355 total
→ Common Stock (827 underlying)

Holdings

Footnotes (6)

[F1]Represents shares of Common Stock issued on March 15, 2026, following the vesting of Restricted Stock Units ("RSUs") which vest as to one-third of the shares on each anniversary of the date of grant. The RSUs were previously granted to the reporting person under the Axos Financial, Inc. 2014 Amended and Restated 2014 Stock Incentive Plan.
[F2]Represents shares of Common Stock retained by Axos Financial, Inc. for tax withholding purposes in connection with the net-settlement on the issuance of shares of Common Stock in respect to the vested RSUs.
[F3]The RSUs were granted to the reporting person under the Axos Financial, Inc. 2014 Stock Incentive Plan. The RSUs are accompanied by dividend equivalent rights.
[F4]Each RSU represents a contingent right to receive one share of Axos Financial, Inc. Common Stock.
[F5]The RSUs vest as to one-third of the shares on each anniversary date of grant.
[F6]Grant to the reporting person on March 15, 2026 of restricted stock units ("RSUs") under the Axos Financial, Inc. 2014 Stock Incentive Plan.

Signature

By: Derrick Walsh For: David Crow|2026-03-16

1 file