CFG director awarded 2,608 Citizens shares

CITIZENS FINANCIAL GROUP INC/RI director Alexander Lee received an equity award of 2,608 shares of Common Stock.

Accepted by SEC EDGAR 04/24/2026 - 04:31 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

CITIZENS FINANCIAL GROUP INC/RI director Alexander Lee received an equity award of 2,608 shares of Common Stock. The award was granted at a price of $0.00 per share as a restricted stock unit grant under the Amended & Restated Citizens Financial Group, Inc. 2014 Non-Employee Directors Compensation Plan. Following this compensation-related acquisition, Lee directly holds a total of 25,931.609 shares of Common Stock.

Insider Trade Summary

Grant/Award: 2,608 shares

Grant/Award 1 txn

Insider Alexander Lee

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	2,608	$0.00	$0.00

Holdings After Transaction: Common Stock — 25,931.609 shares (Direct)

Footnotes (1)

1. F1. Reflects a restricted stock unit award granted to the filer pursuant to the Amended & Restated Citizens Financial Group, Inc. 2014 Non-Employee Directors Compensation Plan

Key Figures

Equity award size: 2,608 shares Grant price: $0.00 per share Post-transaction holdings: 25,931.609 shares

3 metrics

Equity award size 2,608 shares Restricted stock unit grant of Common Stock

Grant price $0.00 per share RSU award to non-employee director

Post-transaction holdings 25,931.609 shares Alexander Lee’s direct Common Stock ownership after award

Key Terms

restricted stock unit, Non-Employee Directors Compensation Plan, Common Stock, Grant, award, or other acquisition

4 terms

restricted stock unit financial

"Reflects a restricted stock unit award granted to the filer"

A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.

Non-Employee Directors Compensation Plan financial

"2014 Non-Employee Directors Compensation Plan"

Common Stock financial

"security_title": "Common Stock""

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

Grant, award, or other acquisition financial

"transaction_code_description": "Grant, award, or other acquisition""

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Alexander Lee report at Citizens Financial Group (CFG)?

Alexander Lee reported receiving 2,608 shares of Citizens Financial Group Common Stock as an equity award. The shares were granted at $0.00 per share as restricted stock units under the company’s non-employee directors compensation plan, reflecting routine board compensation rather than an open-market purchase.

Is Alexander Lee’s Form 4 transaction in CFG stock a purchase or a grant?

The Form 4 shows a grant, not an open-market purchase. Alexander Lee acquired 2,608 shares coded “A” as a restricted stock unit award under Citizens Financial Group’s Amended & Restated 2014 Non-Employee Directors Compensation Plan, received as compensation rather than bought in the market.

How many Citizens Financial Group (CFG) shares does Alexander Lee hold after this award?

After the reported award, Alexander Lee directly holds 25,931.609 shares of Citizens Financial Group Common Stock. This total includes the newly granted 2,608 restricted stock units, reflecting his updated direct ownership position as a non-employee director of the company.

What does the footnote reveal about Alexander Lee’s CFG stock award?

The footnote explains the 2,608-share entry reflects a restricted stock unit award. It was granted under the Amended & Restated Citizens Financial Group, Inc. 2014 Non-Employee Directors Compensation Plan, clarifying that the transaction is standard director compensation rather than a discretionary buy or sale.

Does Alexander Lee’s Form 4 for CFG involve any stock sales or disposals?

No stock sales or disposals are reported in this Form 4. The filing shows only an acquisition coded as a grant of 2,608 restricted stock units, with no corresponding sale, tax withholding, or other disposition transactions disclosed for the reported date.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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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
Estimated average burden
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^*

Alexander Lee

(Last) (First) (Middle)

C/O CITIZENS FINANCIAL GROUP, INC.

600 WASHINGTON BLVD.

(Street)

STAMFORD CONNECTICUT 06901

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
CITIZENS FINANCIAL GROUP INC/RI [ CFG ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/23/2026

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	04/23/2026		A		2,608(1)	A	$0	25,931.609	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

Explanation of Responses:

1. Reflects a restricted stock unit award granted to the filer pursuant to the Amended & Restated Citizens Financial Group, Inc. 2014 Non-Employee Directors Compensation Plan

Remarks:

	/s/ Divina P. Pabalate-Inchoco, Attorney-in-Fact	04/24/2026
	** 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)