Chadha Anil D 4

What Happened

• Anil D. Chadha, Chief Financial Officer of Regions Financial (RF), had restricted stock units (RSUs) vest on April 3, 2026 that converted into 3,983.631 shares (3,483 + 500.631). Of those, 500.631 shares were disposed to the issuer in a sale for $26.47/share (total $13,252) and 1,545 shares were surrendered to satisfy tax withholding at the same $26.47/share (total value $40,896). Net, Chadha received about 1,938 additional shares after tax withholding/surrenders. These were RSU vesting and share-withholding actions (not an open-market purchase).

Key Details

• Transaction date: April 3, 2026; Form 4 filed April 7, 2026 (filed within the customary two business days).
• Prices and values reported: disposition to issuer 500.631 shares @ $26.47 = $13,252; tax withholding 1,545 shares @ $26.47 = $40,896.
• Acquisition entries (code M) reflect conversion/settlement of RSUs at $0 exercise price (vested RSUs converting to shares).
• Disposition codes: D = disposition to the issuer (sale/surrender); F = shares surrendered/withheld for tax liability.
• Net share increase: ~1,938 shares retained after withholding/sales. The filing does not state total shares owned after the transaction.
• Footnotes: F1–F6 explain these were RSUs granted 4/3/2023 that settle 1-for-1 in shares or cash, and include reinvested cash dividends that were deemed reinvested in RSUs or settled in cash.

Context

• This was a routine vesting and tax-withholding transaction, not an open-market trade; shares were surrendered to the issuer to cover tax obligations (a cashless/withholding settlement), which is common after RSU vesting.
• The filing appears timely (filed within two business days of the Apr 3 transactions).