Axos CAO reports 1,643 RSUs vested, new grant

Axos Financial’s chief accounting officer reported RSU vesting, tax withholding share returns, a new RSU grant, and updated 401(k) share holdings.

Rhea-AI Filing Summary

Axos Financial, Inc. (AX) reported insider equity compensation activity by Ann Gill, SVP and Chief Accounting Officer. On September 15, 2026, 1,643 Restricted Stock Units converted into 1,643 shares of Common Stock following vesting, and 884 of those shares were returned to Axos Financial, Inc. for tax withholding in a net-settlement. On the same date, Gill received a new grant of 1,295 Restricted Stock Units under the company’s 2014 Stock Incentive Plan, which vest in one-third increments on each anniversary of grant. She also holds 1,423 shares of Common Stock indirectly through a 401(k) Plan. No Rule 10b5-1 trading plan is reported.

Insider Trade Summary

1,643 shares exercised/converted

Exercise 5 txns

Insider GILL ANN

Role Insider

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units F3, F4, F5	1,643	$0.00	$0.00
Grant/Award	Restricted Stock Units F6, F4, F5	1,295	$0.00	$0.00
Exercise	Common Stock F1	1,643	$92.68	$152K
Disposition	Common Stock F2	884	$92.68	$82K
holding	Common Stock	--	--	--

Holdings After Transaction: Restricted Stock Units — 7,837 contracts (Direct); Common Stock — 11,340 shares (Direct); Common Stock — 1,423 shares (Indirect, 401(k) Plan)

Footnotes (6)

1. F1. Represents shares of Common Stock issued on September 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.
2. 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.
3. 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.
4. F4. Each RSU represents a contingent right to receive one share of Axos Financial, Inc. Common Stock.
5. F5. The RSUs vest as to one-third of the shares on each anniversary date of grant.
6. F6. Grant to the reporting person on September 15, 2026 of restricted stock units ("RSUs") under the Axos Financial, Inc. 2014 Stock Incentive Plan.

Key Figures

RSUs converted to Common Stock: 1,643 shares Shares retained for tax withholding: 884 shares New RSU grant: 1,295 Restricted Stock Units +2 more

5 metrics

RSUs converted to Common Stock 1,643 shares RSUs vested and converted into Common Stock on September 15, 2026

Shares retained for tax withholding 884 shares Shares of Common Stock retained by Axos Financial, Inc. for tax withholding on RSU vesting

New RSU grant 1,295 Restricted Stock Units Granted to Ann Gill on September 15, 2026 under the 2014 Stock Incentive Plan

RSU-related Common Stock transaction price $92.68 per share Price reported for Common Stock transactions tied to the RSU vesting and tax-withholding disposition

Indirect 401(k) holdings 1,423 shares Common Stock held indirectly through a 401(k) Plan after the reported transactions

Key Terms

Restricted Stock Units, dividend equivalent rights, net-settlement, tax withholding

4 terms

Restricted Stock Units financial

"Represents shares of Common Stock issued ... following the vesting of Restricted Stock Units"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

dividend equivalent rights financial

"The RSUs are accompanied by dividend equivalent rights."

Dividend equivalent rights are promises that mirror the cash payments shareholders get from a company’s profits, but they are paid to holders of certain awards (like stock options or restricted stock units) rather than to actual shares. Think of them as a paycheck top‑up that matches dividends while the award is not yet a real stock, and they matter to investors because they add to employee compensation costs and potential share dilution, affecting company profitability and per‑share value.

net-settlement financial

"for tax withholding purposes in connection with the net-settlement on the issuance"

tax withholding financial

"shares of Common Stock retained by Axos Financial, Inc. for tax withholding purposes"

Tax withholding is the practice of taking a portion of a payment—such as wages, dividends, or sale proceeds—before it reaches the recipient and sending that portion to the tax authority as an advance on the recipient’s eventual tax bill. For investors it matters because withholding reduces immediate cash received and affects after‑tax returns, estimated tax payments, and whether you may owe more or receive a refund when taxes are finally calculated, like having a small automatic savings set aside for your tax bill.

FAQ

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

What insider equity transactions did AX’s Ann Gill report on September 15, 2026?

Ann Gill reported 1,643 RSUs vesting and converting into Common Stock, with 884 shares returned to Axos Financial, Inc. for tax withholding, and a new grant of 1,295 RSUs under the 2014 Stock Incentive Plan on September 15, 2026.

How many Axos Financial (AX) shares were withheld for taxes in this Form 4?

The filing states that 884 shares of Axos Financial, Inc. Common Stock were retained by the company for tax withholding in connection with the net-settlement of vested RSUs on September 15, 2026.

What new Restricted Stock Units did Ann Gill receive from AX?

Ann Gill received a grant of 1,295 Restricted Stock Units on September 15, 2026 under the Axos Financial, Inc. 2014 Stock Incentive Plan. The RSUs vest as to one-third of the shares on each anniversary of the grant date.

At what price did the RSU-related Axos Financial (AX) shares convert in this filing?

The 1,643 shares of Axos Financial, Inc. Common Stock issued upon RSU vesting are reported with a transaction price of $92.68 per share in the Common Stock transactions associated with the RSU conversion and related tax-withholding disposition.

How many Axos Financial (AX) shares does Ann Gill hold indirectly after these transactions?

After the reported transactions, Ann Gill is shown as holding 1,423 shares of Axos Financial, Inc. Common Stock indirectly through a 401(k) Plan, as of the September 15, 2026 holding entry.

Were Ann Gill’s AX transactions made under a Rule 10b5-1 trading plan?

The Form 4 indicates that no Rule 10b5-1 trading plan is reported; the document-level Rule 10b5-1 checkbox is explicitly unchecked for these September 15, 2026 transactions.

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

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Available on EDGAR 09/16/2026 - 07:27 PM Accepted by SEC EDGAR 09/16/2026 - 07:27 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^*

GILL ANN

(Last) (First) (Middle)

9205 WEST RUSSELL ROAD

SUITE 400

(Street)

LAS VEGAS NEVADA 89148

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Axos Financial, Inc. [ AX ]

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

	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
			SVP, Chief Accounting Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/15/2026

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(1)	09/15/2026		M		1,643	A	$92.68	12,224	D
Common Stock	09/15/2026		D		884(2)	D	$92.68	11,340	D
Common Stock								1,423	I	401(k) Plan

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
Restricted Stock Units(3)	(4)	09/15/2026		M			1,643	(5)	(5)	Common Stock	1,643	$0.0	6,542	D
Restricted Stock Units(6)	(4)	09/15/2026		A		1,295		(5)	(5)	Common Stock	1,295	$0.0	7,837	D

Explanation of Responses:

1. Represents shares of Common Stock issued on September 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.

2. 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.

3. 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.

4. Each RSU represents a contingent right to receive one share of Axos Financial, Inc. Common Stock.

5. The RSUs vest as to one-third of the shares on each anniversary date of grant.

6. Grant to the reporting person on September 15, 2026 of restricted stock units ("RSUs") under the Axos Financial, Inc. 2014 Stock Incentive Plan.

	By: Derrick Walsh For: Ann Gill	09/16/2026
	** 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)