AFG director granted 1,299 restricted shares

JOSEPH GREGORY G reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

JOSEPH GREGORY G reported acquisition or exercise transactions in this Form 4 filing.

AMERICAN FINANCIAL GROUP INC director Joseph Gregory reported a compensation-related equity grant and updated his indirect holdings. He received 1,299 shares of restricted stock of Common Stock at $0.00 per share as a grant under the company’s Amended and Restated 2015 Stock Incentive Plan, increasing his direct holdings to 48,592 shares after the award.

In addition to his direct shares, the filing lists several indirect positions. These include shares held by his spouse, by family trusts, by a family partnership in which he holds a 25% interest, and by companies where he is a minority shareholder and serves as an executive officer or director. The indirect entries are reported as holdings rather than new market purchases or sales.

Insider Trade Summary

Grant/Award: 1,299 shares

Grant/Award 7 txns

Insider JOSEPH GREGORY G

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	1,299	$0.00	$0.00
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 48,592 shares (Direct); Common Stock — 57,477 shares (Indirect, #1); Common Stock — 3,000 shares (Indirect, #2); Common Stock — 8,032 shares (Indirect, #3); Common Stock — 2,500 shares (Indirect, #4); Common Stock — 6,618 shares (Indirect, By Family Trusts); Common Stock — 334 shares (Indirect, By Spouse)

Footnotes (5)

1. F1. Represents a grant of restricted stock issued under the Company's Amended and Restated 2015 Stock Incentive Plan.
2. F2. Indirect #1: Held by a company in which the Reporting Person is a minority shareholder and for which he serves as an executive officer.
3. F3. Indirect #2: Held by a family partnership in which the Reporting Person holds a 25% interest.
4. F4. Indirect #3: Held by a company in which the Reporting Person is a minority shareholder and for which he serves as an executive officer.
5. F5. Indirect #4: Held by a company in which the Reporting Person is a minority shareholder and for which he serves as a director.

Key Figures

Restricted stock grant: 1,299 shares Grant price: $0.00 per share Direct holdings after grant: 48,592 shares +4 more

7 metrics

Restricted stock grant 1,299 shares Award of restricted Common Stock under 2015 Stock Incentive Plan

Grant price $0.00 per share Price for 1,299-share restricted stock award

Direct holdings after grant 48,592 shares Common Stock directly owned following the award

Spouse indirect holdings 334 shares Common Stock held indirectly by spouse

Family trusts indirect holdings 6,618 shares Common Stock held indirectly by family trusts

Family partnership indirect holdings 3,000 shares Common Stock held indirectly via family partnership (#2)

Indirect company holdings #1 57,477 shares Held by a company where he is minority shareholder and executive officer (#1)

Key Terms

restricted stock, Amended and Restated 2015 Stock Incentive Plan, family partnership, minority shareholder, +1 more

5 terms

restricted stock financial

"Represents a grant of restricted stock issued under the Company's Amended and Restated 2015 Stock Incentive Plan."

Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.

Amended and Restated 2015 Stock Incentive Plan financial

"Represents a grant of restricted stock issued under the Company's Amended and Restated 2015 Stock Incentive Plan."

family partnership financial

"Indirect #2: Held by a family partnership in which the Reporting Person holds a 25% interest."

minority shareholder financial

"Indirect #1: Held by a company in which the Reporting Person is a minority shareholder and for which he serves as an executive officer."

An owner of a company who holds a smaller portion of the shares and therefore lacks the ability to control corporate decisions on their own. Like being one roommate in a large apartment, a minority shareholder still has rights—such as voting on major matters, receiving dividends, and legal protections against unfair treatment—but can be outvoted by larger holders, which affects how company actions and governance may impact the value of their investment.

family trusts financial

"nature_of_ownership: "By Family Trusts""

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did AFG director Joseph Gregory report in this Form 4?

AFG director Joseph Gregory reported a grant of 1,299 shares of restricted Common Stock and updated several indirect holdings. The filing reflects a compensation award and existing positions, rather than open-market buying or selling activity.

How many American Financial Group (AFG) shares did Gregory receive in this grant?

He received 1,299 shares of restricted Common Stock at $0.00 per share. The award was issued under American Financial Group’s Amended and Restated 2015 Stock Incentive Plan as part of his director compensation.

What are Joseph Gregory’s direct AFG share holdings after this transaction?

Following the restricted stock grant, Joseph Gregory directly holds 48,592 shares of American Financial Group common stock. This figure reflects his direct ownership only and does not include additional shares reported as indirectly owned.

How are Joseph Gregory’s indirect AFG holdings structured in this Form 4?

Indirect holdings are reported through his spouse, family trusts, a family partnership where he holds a 25% interest, and companies where he is a minority shareholder and officer or director. These positions are recorded as holdings, not new purchases or sales.

Was the AFG restricted stock grant to Gregory an open-market purchase?

No, the 1,299 AFG shares were granted as restricted stock at $0.00 per share under the company’s stock incentive plan. This is a compensation award, not an open-market purchase transaction.

Does this AFG Form 4 show any insider share sales by Joseph Gregory?

The Form 4 does not show any coded sale transactions for Joseph Gregory. It reports a restricted stock grant and several indirect holdings entries that update reported positions rather than record market sales.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 06/02/2026 - 04:30 PM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

JOSEPH GREGORY G

(Last) (First) (Middle)

301 EAST FOURTH STREET

(Street)

CINCINNATI OHIO 45202

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
AMERICAN FINANCIAL GROUP INC [ AFG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/01/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	06/01/2026		A		1,299	A	$0(1)	48,592	D
Common Stock								57,477	I	#1(2)
Common Stock								3,000	I	#2(3)
Common Stock								8,032	I	#3(4)
Common Stock								2,500	I	#4(5)
Common Stock								6,618	I	By Family Trusts
Common Stock								334	I	By Spouse

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents a grant of restricted stock issued under the Company's Amended and Restated 2015 Stock Incentive Plan.

2. Indirect #1: Held by a company in which the Reporting Person is a minority shareholder and for which he serves as an executive officer.

3. Indirect #2: Held by a family partnership in which the Reporting Person holds a 25% interest.

4. Indirect #3: Held by a company in which the Reporting Person is a minority shareholder and for which he serves as an executive officer.

5. Indirect #4: Held by a company in which the Reporting Person is a minority shareholder and for which he serves as a director.

	Gregory G. Joseph By: Joseph C. Alter, as Attorney-in-Fact	06/02/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)