Axos Financial (AX) EVP Eshel Bar-Adon nets shares after RSU vesting and tax withholding

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Axos Financial, Inc. executive Eshel Bar-Adon reported routine equity compensation activity involving restricted stock units and common shares. On March 20, 2026, 1,098 RSUs vested and converted into an equal number of common shares. Of these, 592 shares were returned to Axos Financial to satisfy tax withholding obligations, leaving a net increase of 506 shares in his direct holdings. Following these transactions, Bar-Adon directly holds 129,378 common shares and indirectly holds 3,379 shares through a 401(k) plan.

Insider Trade Summary

1,098 shares exercised/converted

Mixed 4 txns

Insider Bar-Adon Eshel

Role EVP Strategic Partnerships an

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	1,098	$0.00	--
Exercise	Common Stock	1,098	$82.93	$91K
Disposition	Common Stock	592	$82.93	$49K
holding	Common Stock	--	--	--

Holdings After Transaction: Restricted Stock Units — 13,393 shares (Direct); Common Stock — 129,970 shares (Direct); Common Stock — 3,379 shares (Indirect, 401(k) Plan)

Footnotes (1)

Represents shares of Common Stock issued on March 20, 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. 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.

Form 4 Insider Transactions: What Each Field Means →

03/24/2026 - 12:40 PM

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
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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^*

Bar-Adon Eshel

(Last)

(First)

(Middle)

4350 LA JOLLA VILLAGE DRIVE

SUITE 140

(Street)

SAN DIEGO

CALIFORNIA

92122

(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
X	Officer (give title below)	Other (specify below)
	EVP Strategic Partnerships an

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/20/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock								3,379	I	401(k) Plan
Common Stock	03/20/2026		M		1,098⁽¹⁾	A	$82.93	129,970	D
Common Stock	03/20/2026		D		592⁽²⁾	D	$82.93	129,378	D

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units⁽³⁾	⁽⁴⁾	03/20/2026		M			1,098	⁽⁵⁾	⁽⁵⁾	Common Stock	1,098	$0	13,393	D

Explanation of Responses:

1. Represents shares of Common Stock issued on March 20, 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.

	Derrick Walsh for Eshel Bar-Adon	03/24/2026
	** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Axos Financial (AX) executive Eshel Bar-Adon report?

Eshel Bar-Adon reported vesting of 1,098 restricted stock units that converted into Axos Financial common stock. The filing shows this as routine equity compensation rather than an open-market trade, with part of the shares used to cover tax obligations.

How many Axos Financial (AX) RSUs vested for Eshel Bar-Adon on March 20, 2026?

A total of 1,098 restricted stock units vested for Eshel Bar-Adon on March 20, 2026. Each RSU converted into one share of Axos Financial common stock as part of his long-term stock incentive plan compensation.

Were any of Eshel Bar-Adon’s Axos Financial (AX) shares sold on the open market?

The Form 4 does not show any open-market sales. Instead, 592 common shares were returned to Axos Financial to cover tax withholding tied to the RSU vesting and net share issuance, a standard mechanism for equity-based compensation.

What are Eshel Bar-Adon’s Axos Financial (AX) holdings after this Form 4 transaction?

After the reported transactions, Eshel Bar-Adon holds 129,378 Axos Financial common shares directly. He also has an additional 3,379 shares held indirectly through a 401(k) plan, according to the ownership details in the filing.

How were the Axos Financial (AX) RSUs structured for Eshel Bar-Adon?

The RSUs vest in three equal annual installments from the grant date, with one-third vesting on each anniversary. Each vested RSU provides a right to receive one share of Axos Financial common stock, and the award includes dividend equivalent rights.

What transaction codes appear in Eshel Bar-Adon’s Axos Financial (AX) Form 4?

The filing uses code M for the exercise or conversion of derivative securities as RSUs became common stock. It also uses code D for the disposition of 592 shares back to Axos Financial to satisfy tax withholding related to the vested RSUs.