Axos Form 4: Matsumoto RSU Vesting, Shares Issued and Withheld for Taxes
Rhea-AI Filing Summary
Axos Financial insider activity: Raymond D. Matsumoto, EVP & Chief Operating Officer, received vested restricted stock units (RSUs) on 09/15/2025 that converted into common shares. Two vesting events resulted in 2,241 and 1,635 shares issued at an indicated transaction price of $90.29 per share. The company withheld 585 and 801 shares for tax withholding related to the net settlement. A separate grant of 3,212 RSUs was also reported on 09/15/2025. Following these transactions, reported beneficial ownership totals shown include 38,110, 37,309, and derivative RSU-based share totals. The reporting form lists 2,078 shares held indirectly via a 401(k) plan.
Positive
- Transparent reporting of RSU vesting, issuance, and tax-withholding on Form 4
- New RSU grant of 3,212 units shows ongoing executive compensation alignment with equity incentives
Negative
- No market purchases reported — changes reflect compensation, not open-market buying that might signal confidence
Insights
TL;DR: Insider received standard equity compensation via RSU vesting with partial net-share withholding for taxes; no open-market purchases or sales reported.
The Form 4 documents routine equity compensation activity for a senior executive: vested RSUs converted to common stock and some shares were withheld to satisfy tax obligations. The transactions are labeled with code "M" (conversion/issuance on vesting) and an "A" grant entry, indicating both vesting and a contemporaneous grant. The filing shows direct ownership changes and an indirect holding in a 401(k) plan, consistent with compensation and benefit structures rather than market trading.
TL;DR: Governance-wise this is a standard disclosure of executive compensation vesting; withholding for taxes is clearly reported.
The disclosure transparently reports issuance, withholding, and a new RSU grant under the company's stock incentive plan. It identifies the reporting person, relationship to the issuer, and breaks out direct and indirect holdings, which satisfies Section 16 reporting expectations. No indications of unusual timing or market transactions are present in the filing itself.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Stock Units | 2,241 | $0.00 | -- |
| Exercise | Restricted Stock Units | 1,635 | $0.00 | -- |
| Grant/Award | Restricted Stock Units | 3,212 | $0.00 | -- |
| Exercise | Common Stock | 2,241 | $90.29 | $202K |
| Exercise | Common Stock | 1,635 | $90.29 | $148K |
| Disposition | Common Stock | 585 | $90.29 | $53K |
| Disposition | Common Stock | 801 | $90.29 | $72K |
| 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.
