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Axos Financial EVP Thiele RSUs vest, new 1,079 grant

Axos Financial’s chief administrative officer had RSUs vest, shares withheld for taxes, and a new RSU grant while maintaining indirect 401(k) holdings.

(Moderate)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Axos Financial, Inc. (AX) reported equity compensation activity for executive vice president and chief administrative officer Candace L. Thiele on September 15, 2026. 1,122 Restricted Stock Units (RSUs) vested and were settled into the same number of shares of common stock, with 547 shares returned to Axos Financial, Inc. for tax withholding at $92.68 per share in a net-settlement. Thiele also received a new grant of 1,079 RSUs, each representing a contingent right to one share of common stock, which vest in one-third increments on each anniversary of the grant date and include dividend equivalent rights. Indirect holdings include 348 shares of common stock held in a 401(k) plan, and no Rule 10b5-1 trading plan is reported.

Positive

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Negative

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Insider THIELE CANDACE L
Role Insider
Type Security Shares Price Value
Exercise Restricted Stock Units F3, F4, F5 1,122 $0.00 $0.00
Grant/Award Restricted Stock Units F6, F4, F5 1,079 $0.00 $0.00
Exercise Common Stock F1 1,122 $92.68 $104K
Disposition Common Stock F2 547 $92.68 $51K
holding Common Stock -- -- --
Holdings After Transaction: Restricted Stock Units — 4,498 contracts (Direct); Common Stock — 1,583 shares (Direct); Common Stock — 348 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.
RSUs vested 1,122 units RSUs vesting into common stock on September 15, 2026
Shares retained for tax withholding 547 shares Common stock retained by Axos Financial for RSU-related tax withholding
Tax withholding price per share $92.68 per share Value applied to 547 shares retained for tax withholding
New RSU grant 1,079 units RSUs granted to Thiele on September 15, 2026
Indirect 401(k) holdings 348 shares Common stock held indirectly through a 401(k) Plan after transactions
Restricted Stock Units financial
"1,122 Restricted Stock Units (RSUs) vested and were settled into shares"
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
"shares of Common Stock retained by Axos Financial, Inc. for tax withholding purposes in connection with the net-settlement"
401(k) Plan financial
"Indirect holdings include 348 shares of common stock held in a 401(k) plan"
A 401(k) plan is a workplace retirement account that lets employees set aside part of their pay into a tax-advantaged savings pot, often with employers adding matching contributions — like a workplace piggy bank for future income. It matters to investors because the amount people save and how employers fund these plans influence consumer spending, corporate payroll costs and the flow of money into financial markets, which can affect stock prices and company valuations.

FAQ

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

What insider equity activity did Axos Financial (AX) report for Candace L. Thiele on September 15, 2026?

On September 15, 2026, 1,122 RSUs vested into the same number of Axos Financial common shares, 547 shares were retained by the company for tax withholding, and Thiele received a new grant of 1,079 RSUs under the 2014 Stock Incentive Plan.

At what price were Axos Financial (AX) shares used for tax withholding on Thiele’s RSU vesting?

The shares retained for tax withholding were valued at $92.68 per share. Axos Financial retained 547 shares of common stock at this price in connection with the net-settlement of vested RSUs.

What are the vesting terms of the new RSUs granted to Thiele at Axos Financial (AX)?

The new grant of 1,079 RSUs to Thiele vests as to one-third of the shares on each anniversary of the grant date. Each RSU represents a contingent right to receive one share of common stock and is accompanied by dividend equivalent rights.

Does the Form 4 for Axos Financial (AX) indicate trades under a Rule 10b5-1 plan?

No. The Rule 10b5-1 checkbox is not affirmed, and the footnotes do not describe the transactions as made under a Rule 10b5-1 or other pre-arranged trading plan.

What indirect Axos Financial (AX) share holdings does Thiele report after these transactions?

Thiele reports 348 shares of Axos Financial common stock as an indirect holding through a 401(k) Plan following the September 15, 2026 transactions.

How do Thiele’s RSUs at Axos Financial (AX) relate to common stock?

Each RSU represents a contingent right to receive one share of Axos Financial common stock. Upon vesting, the RSUs are settled in shares, as shown by the 1,122 RSUs that vested into 1,122 common shares on September 15, 2026.

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

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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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*
THIELE CANDACE L

(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)
Director10% Owner
Officer (give title below)XOther (specify below)
EVP, Chief Administrative Offi
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/15/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock(1)09/15/2026M1,122A$92.682,130D
Common Stock09/15/2026D547(2)D$92.681,583D
Common Stock348I401(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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(3)(4)09/15/2026M1,122 (5) (5)Common Stock1,122$0.03,419D
Restricted Stock Units(6)(4)09/15/2026A1,079 (5) (5)Common Stock1,079$0.04,498D
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: Candace Thiele09/16/2026
** Signature of Reporting PersonDate
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)

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