STOCK TITAN

FIRST HORIZON (FHN) CEO uses 46,272 shares to cover tax on stock award

Filing Impact
(Very High)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

FIRST HORIZON CORP Chairman, President & CEO Jordan D. Bryan reported routine share movements tied to equity compensation. The filing shows that 46,272 shares of common stock were disposed of at $23.90 per share through mandatory tax withholding related to a previously granted performance stock unit award, rather than an open-market sale.

After this tax-withholding disposition, Bryan directly holds 999,502 shares of common stock. The filing also lists additional indirect holdings, including shares held through a family trust, a 401(k) plan, a children’s trust, and by his spouse, reflecting a substantial ongoing equity position in FIRST HORIZON CORP.

Positive

  • None.

Negative

  • None.
Insider JORDAN D BRYAN
Role Chairman, President & CEO
Type Security Shares Price Value
Tax Withholding Common Stock 46,272 $23.90 $1.11M
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 999,502 shares (Direct, null); Common Stock — 354,561 shares (Indirect, By Spouse)
Footnotes (1)
  1. [object Object]
Shares withheld for taxes 46,272 shares Mandatory tax withholding on performance stock unit award
Withholding share price <money>$23.90</money> per share Value used for tax-withholding disposition
Direct shares after transaction 999,502 shares Common stock directly held by Jordan D. Bryan after withholding
Family trust holdings 725,848 shares Common stock held indirectly through a Family Trust
401(k) plan holdings 5,382 shares Common stock held indirectly through a 401(k) Plan
Children's trust holdings 145,129.164 shares Common stock held indirectly through a Children’s Trust
Spouse holdings 354,561 shares Common stock reported as held indirectly by spouse
performance stock unit award financial
"associated with payment of performance stock unit award granted previously"
withholding taxes financial
"mandatory withholding of shares to pay withholding taxes associated"
Withholding taxes are amounts a payer or government takes out of payments — such as wages, interest, or dividends — before the recipient gets the money, functioning like a cashier keeping part of a bill to pay taxes on your behalf. For investors this matters because it reduces the cash they actually receive, affects net returns and yield calculations, and may require additional paperwork or treaty claims to recover or offset the withheld amount against final tax bills.
Family Trust financial
"total_shares_following_transaction 725848.0000, nature_of_ownership Family Trust"
401(k) Plan financial
"total_shares_following_transaction 5382.0000, nature_of_ownership 401(k) Plan"
A 401(k) plan is a workplace retirement account that lets employees set aside part of their pay into a tax-advantaged savings pot, often with employers adding matching contributions — like a workplace piggy bank for future income. It matters to investors because the amount people save and how employers fund these plans influence consumer spending, corporate payroll costs and the flow of money into financial markets, which can affect stock prices and company valuations.
Children's Trust financial
"total_shares_following_transaction 145129.1640, nature_of_ownership Children's Trust"
tax-withholding disposition financial
"transaction_action tax-withholding disposition, transaction_code F"
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
SEC Form 4
FORM 4UNITED 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*
JORDAN D BRYAN

(Last)(First)(Middle)
165 MADISON AVENUE

(Street)
MEMPHIS TENNESSEE 38103

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
FIRST HORIZON CORP [ FHN ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chairman, President & CEO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/12/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock05/12/2026F46,272(1)D$23.9999,502D
Common Stock354,561IBy Spouse
Common Stock145,129.164IChildren's Trust
Common Stock5,382I401(k) Plan
Common Stock725,848IFamily 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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Reflects mandatory withholding of shares to pay withholding taxes associated with payment of performance stock unit award granted previously.
/s/ Shannon M. Hernandez, attorney-in-fact05/14/2026
** Signature of Reporting PersonDate
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)

FAQ

What did FIRST HORIZON CORP (FHN) CEO Jordan D. Bryan report in this Form 4?

Jordan D. Bryan reported a tax-related share disposition, not an open-market trade. 46,272 common shares were withheld to cover taxes on a previously granted performance stock unit award, while he retained a large direct and indirect ownership stake in FIRST HORIZON CORP.

How many FIRST HORIZON (FHN) shares were used to cover CEO tax obligations?

46,272 FIRST HORIZON common shares were used to satisfy tax withholding. The shares were valued at $23.90 each, according to the filing, and relate to taxes owed on the payment of a performance stock unit award previously granted to Jordan D. Bryan.

How many FIRST HORIZON (FHN) shares does Jordan D. Bryan hold directly after this filing?

After the tax-withholding transaction, Jordan D. Bryan directly holds 999,502 shares of FIRST HORIZON common stock. This direct position is separate from additional indirect holdings listed in various trusts, a 401(k) plan, and shares reported as held by his spouse.

What indirect FIRST HORIZON (FHN) holdings are reported for Jordan D. Bryan?

The filing shows indirect ownership in several forms, including a family trust, a 401(k) plan, a children’s trust, and shares held by his spouse. Each category lists common stock positions, reflecting additional exposure to FIRST HORIZON beyond his direct holdings.

Was the CEO’s FIRST HORIZON (FHN) share disposition an open-market sale?

No, the disposition was not an open-market sale. The Form 4 and footnote describe it as mandatory withholding of 46,272 shares to pay withholding taxes tied to the payment of a previously granted performance stock unit award.