Axos (AX) Form 4: 906 RSUs Vest for SVP Ann Gill; 487 Shares Withheld
Rhea-AI Filing Summary
Ann Gill, SVP & Chief Accounting Officer of Axos Financial (AX), received 906 shares of common stock on 09/23/2025 when restricted stock units vested under the company's 2014 Stock Incentive Plan. The RSUs vest one-third on each anniversary of grant and include dividend equivalent rights. Axos withheld 487 shares to satisfy tax withholding, leaving the reporting person with 9,250 shares directly beneficially owned after the net-settlement. The filing also discloses 1,010 shares indirectly held through a 401(k) plan. The Form 4 was signed on 09/25/2025.
Positive
- Transparent disclosure of RSU vesting, withholding, and resulting beneficial ownership
- RSUs include dividend equivalent rights, as explicitly stated
Negative
- Tax withholding reduced the net shares issued (487 shares withheld)
Insights
TL;DR: Routine insider vesting and tax withholding; modest equity increase with clear disclosure.
This Form 4 reports a standard RSU vesting event for a senior officer producing 906 issued shares, of which 487 were withheld for taxes, resulting in 9,250 directly owned shares and 1,010 indirectly owned via a 401(k). The filing follows standard equity compensation mechanics: vesting schedule, net-settlement for taxes, and inclusion of dividend equivalents. The disclosure is complete for the reported transactions and shows no sales or other dispositions beyond tax-related withholding.
TL;DR: Disclosure is consistent with governance best practices; transaction is non-material to control.
The report provides transparent information about the nature and mechanics of the RSU settlement, including plan references and vesting terms. The amounts disclosed (906 vested, 487 withheld) are small relative to a public company's outstanding shares and reflect routine employee compensation administration. The signature and explanatory notes fulfill Form 4 requirements.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Stock Units | 906 | $88.46 | $80K |
| Exercise | Common Stock | 906 | $88.46 | $80K |
| Disposition | Common Stock | 487 | $88.46 | $43K |
| holding | Common Stock | -- | -- | -- |
Footnotes (1)
- Represents shares of Common Stock issued on September 23, 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.
