Axos Financial (AX) Form 4 shows RSU vesting, tax share withholding

Rhea-AI Filing Summary

Axos Financial, Inc. director reports RSU vesting, new grant, and related share withholding. On 11/14/2025, the director exercised 4,289 previously granted restricted stock units (RSUs), receiving the same number of Axos common shares at an exercise price of $0.00. At the same time, 2,144 shares of common stock at $79.12 per share were retained by Axos to cover tax liabilities tied to the vested RSUs, reducing directly held common shares from 17,208 to 15,064.

Also on 11/14/2025, the director received a new award of 3,615 RSUs under the Axos Financial, Inc. Amended and Restated 2014 Stock Incentive Plan for Board service. Each RSU represents a contingent right to receive one share of Axos common stock, and the new RSUs are scheduled to fully vest on January 3, 2027.

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

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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^*

Bohlig Tamara N

(Last) (First) (Middle)

9205 WEST RUSSELL ROAD

SUITE 400

(Street)

LAS VEGAS NV 89148

(City) (State) (Zip)

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

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

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
11/14/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)	11/14/2025		M		4,289	A	$79.12	17,208	D
Common Stock	11/14/2025		D		2,144(2)	D	$79.12	15,064	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units(1)	(3)	11/14/2025		M			4,289	(4)	(4)	Common Stock	4,289	$0.0	0	D
Restricted Stock Units(5)	(3)	11/14/2025		A		3,615		(6)	(6)	Common Stock	3,615	$0.0	3,615	D

Explanation of Responses:

1. The RSUs were granted to the reporting person under the Axos Financial, Inc. Amended and Restated 2014 Stock Incentive Plan in connection with the reporting person's service as a member of the Board of Directors.

2. Represents shares of Common Stock retained by Axos Financial, Inc. in exchange for cash paid to the reporting person for tax liabilities in respect to the vested RSUs.

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

4. The RSUs fully vest on the one year anniversary of the grant date.

5. The RSUs were granted to the reporting person under the Axos Financial, Inc. Amended and Restated 2014 Stock Incentive Plan in connection with the reporting person's service as a member of the Board of Directors.

6. The RSU's fully vest on January 3, 2027.

	By: Derrick Walsh For: Tamara Bohlig	11/18/2025
	** 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.
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FAQ

What insider transaction did Axos Financial (AX) report on 11/14/2025?

A director of Axos Financial, Inc. reported the vesting and settlement of 4,289 restricted stock units into common stock, plus a new grant of 3,615 RSUs on 11/14/2025.

How many Axos Financial (AX) shares does the director hold after the Form 4 transactions?

Following the reported transactions, the director directly owns 15,064 shares of Axos Financial, Inc. common stock.

How many Axos Financial (AX) shares were withheld for taxes related to the RSU vesting?

2,144 shares of Axos common stock at $79.12 per share were retained by Axos Financial, Inc. to cover the director's tax liabilities from the vested RSUs.

What are the key terms of the new RSU grant reported for Axos Financial (AX)?

The director received 3,615 restricted stock units under the Axos Financial, Inc. Amended and Restated 2014 Stock Incentive Plan. Each RSU represents one share of common stock and is scheduled to fully vest on January 3, 2027.

Under which plan were the RSUs in the Axos Financial (AX) Form 4 granted?

The RSUs were granted under the Axos Financial, Inc. Amended and Restated 2014 Stock Incentive Plan in connection with the director's service on the Board of Directors.

What position does the reporting person hold at Axos Financial (AX)?

The reporting person is a Director of Axos Financial, Inc., as indicated in the relationship section of the Form 4.