BOK Financial (BOKF) EVP logs stock grants, phantom units and share dispositions

Rhea-AI Filing Summary

BOK Financial Corp executive Brad A. Vincent reported several equity compensation transactions. He received 4,719 shares of common stock as a grant, plus 5,533.247 phantom stock units that remained outstanding after 182.753 phantom shares were withheld to cover taxes upon vesting. He also exercised 2,194 common shares from a derivative award and disposed of 5,533.247 common shares back to the company, while continuing to hold phantom stock that becomes payable upon termination of employment.

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^*

Vincent Brad A

(Last) (First) (Middle)

C/O FREDERIC DORWART, LAWYERS PLLC

124 EAST FOURTH STREET

(Street)

TULSA OK 74103

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BOK FINANCIAL CORP [ BOKF ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP - Specialized Industries

3. Date of Earliest Transaction (Month/Day/Year)
02/17/2026

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	02/17/2026		A		4,719(1)	A	$0	22,863	D
Common Stock	02/18/2026		M		2,194(2)	A	$0	25,057	D
Common Stock	02/18/2026		F		182.753	D	$133.56	24,874.247	D
Common Stock	02/18/2026		D		5,533.247	D	(3)	19,341	D
Common Stock								9,106	I	The Vincent Family Revocable Trust

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
Phantom Stock	(4)	02/18/2026		A		5,533.247		(5)	(5)	Common Stock	5,533.247	(3)	6,901.0839	D

Explanation of Responses:

1. Represents restricted stock which vests on January 16, 2029. Shares are subject to forfeiture (i) upon termination of employment prior to vesting, and (ii) if certain performance earnings per share targets established pursuant to BOKF Executive Incentive Plan are not met.

2. Represents upward restricted stock adjustments based upon attainment of performance goals established pursuant to the BOKF Executive Incentive Plan for restricted stock awards made in 2023.

3. Prior to issuance, the reporting person elected to defer receipt of 5,716 shares of phantom stock (restricted stock units) issued on February 28, 2023; which such phantom stock vested on February 18, 2026. On vesting, 182.753 shares of the phantom stock were disposed of to pay the taxes on vesting. The remaining 5,533.247 shares of phantom stock remain held by the reporting person as a derivative security.

4. Each share of phantom stock represents a right to receive one share of common stock, or at the Company's election, the cash value thereof.

5. The phantom stock becomes payable upon the reporting person's termination of employment with the Company.

	Tamara R. Sloan, Power of Attorney	02/19/2026
	** 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.

FAQ

What insider transactions did BOKF executive Brad Vincent report on this Form 4?

Brad A. Vincent reported multiple equity-related transactions, including a grant of 4,719 shares of BOK Financial common stock, an exercise of 2,194 shares from a derivative award, tax withholding of 182.753 phantom shares, and a disposition of 5,533.247 common shares back to the company.

What is the phantom stock reported by Brad Vincent in the BOKF Form 4?

The phantom stock represents restricted stock units where each unit equals one BOK Financial common share, or its cash value. After vesting and tax withholding, 5,533.247 phantom stock units remain held by Brad Vincent as a derivative security and become payable when his employment terminates.

Were Brad Vincent’s BOKF Form 4 disposals open-market sales of common stock?

The disposals reported were not open-market sales. One transaction reflects shares delivered to satisfy tax obligations upon vesting, and another is a disposition of 5,533.247 common shares back to the issuer, rather than a sale into the public market.

What restricted stock award did Brad Vincent receive from BOK Financial Corp?

Brad Vincent received 4,719 shares of restricted BOK Financial common stock. The award reflects grants and upward adjustments tied to performance goals under the BOKF Executive Incentive Plan, with vesting and forfeiture terms linked to continued employment and earnings-per-share performance targets.

When do Brad Vincent’s phantom stock units from BOKF become payable?

Brad Vincent’s phantom stock units become payable upon his termination of employment with BOK Financial Corp. At that time, each phantom stock unit pays out either one share of common stock or the cash value of a share, at the company’s election.

How were taxes handled on Brad Vincent’s vested phantom stock at BOKF?

Upon vesting of previously deferred phantom stock, 182.753 phantom shares were disposed of to cover tax obligations. The remaining 5,533.247 phantom stock units continue to be held by Brad Vincent as a derivative security linked to BOK Financial common stock.