Zusi Russell K 4

What Happened Russell K. Zusi, Senior Executive Vice President and Chief Risk Officer of Regions Financial Corp (RF), received a grant of 22,358 restricted stock units (RSUs) on April 1, 2026. The RSUs are reported as a derivative award ($0.00 per share on the Form 4) and represent a contingent right to receive common shares if vesting conditions are met. The units vest on April 1, 2029, subject to a service requirement and meeting performance thresholds for the period January 1, 2026 through December 31, 2028.

Key Details

• Transaction date: 2026-04-01; Filing date: 2026-04-03 (appears timely).
• Transaction type: Grant/Award of 22,358 RSUs; reported price $0.00 (derivative award).
• Vesting: April 1, 2029, contingent on service and performance (Jan 1, 2026–Dec 31, 2028).
• Each RSU equals a contingent right to receive one share upon vesting (Footnote F1).
• Footnote F3: grant includes quarterly cash dividend equivalents that were reinvested in RSUs.
• Shares owned after the transaction are not specified in the filing.

Context RSUs are a form of deferred compensation — they do not represent immediate share ownership or a cash purchase/sale and only convert to actual shares if and when vesting conditions are met. This grant is a routine compensation award rather than an open-market purchase or sale and should be viewed as contingent on future service and performance outcomes.