Axos Form 4: Thomas Constantine RSU vesting and net-share withholding
Rhea-AI Filing Summary
Axos Financial insider Thomas M. Constantine received and settled restricted stock units on September 15, 2025. The filing shows vesting and issuance of RSUs under the Axos Financial, Inc. 2014 Stock Incentive Plan. On that date, 1,926 RSUs and 1,055 RSUs were issued (reported as acquisitions) and an additional grant of 2,769 RSUs was recorded as acquired. Axos withheld shares for tax purposes: 1,037 and 568 shares were retained in net-settlement transactions. Following these transactions the reporting person held 14,652, 15,707, and 17,421 shares of common stock tied to the various RSU groups and 2,776 shares indirectly via a 401(k) plan. The Form 4 was signed on behalf of the reporting person on 09/17/2025.
Positive
- None.
Negative
- None.
Insights
TL;DR: Routine executive equity vesting and net-share tax withholding; non-material to company operations.
The Form 4 documents time-based vesting of restricted stock units for an executive under the companys 2014 Stock Incentive Plan. The transactions consist of RSU vesting and issuance, accompanied by net-settlement share withholding for taxes. Reported direct and indirect holdings are updated accordingly. These actions reflect compensation settlements rather than open-market purchases or disposals and do not indicate changes to corporate strategy, financing, or control.
TL;DR: Compensation administration event consistent with standard equity plan vesting; disclosure is compliant.
The filing specifies vesting schedules (one-third annual vesting) and that RSUs include dividend equivalents. Share withholding for taxes is explicitly reported. Documentation includes plan references and net-settlement amounts. From a governance perspective, the disclosure meets Section 16 reporting requirements and clarifies post-transaction beneficial ownership and indirect holdings via a 401(k) plan.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Stock Units | 1,926 | $0.00 | -- |
| Exercise | Restricted Stock Units | 1,055 | $0.00 | -- |
| Grant/Award | Restricted Stock Units | 2,769 | $0.00 | -- |
| Exercise | Common Stock | 1,055 | $90.29 | $95K |
| Exercise | Common Stock | 1,926 | $90.29 | $174K |
| Disposition | Common Stock | 1,037 | $90.29 | $94K |
| Disposition | Common Stock | 568 | $90.29 | $51K |
| holding | Common Stock | -- | -- | -- |
Footnotes (1)
- Represents shares of Common Stock issued on September 15, 2025, 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. 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. 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. Each RSU represents a contingent right to receive one share of Axos Financial, Inc. Common Stock. The RSUs vest as to one-third of the shares on each anniversary date of grant. Grant to the reporting person on September 15, 2025 of restricted stock units ("RSUs") under the Axos Financial, Inc. 2014 Stock Incentive Plan.
