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[Form 4] First Horizon Corporation Insider Trading Activity

Filing Impact
(High)
Filing Sentiment
(Negative)
Form Type
4
Rhea-AI Filing Summary

David T. Popwell, a senior executive of First Horizon Corporation (FHN), sold 100,000 shares of the issuer's common stock on 08/22/2025 at a weighted-average price of $22.4952 per share. After the sale, the filing reports 462,581 shares beneficially owned directly and 3,159 shares held indirectly through a 401(k) plan. The footnotes state the reported sale price is a weighted average for multiple trades that ranged from $22.435 to $22.545 and offer to provide a per-price breakdown on request. The filing also corrects a prior computational error: 12,570 shares were added back to the ownership total to rectify an understatement that originated in an amended Form 4 filed May 24, 2023. The Form 4 was signed by an attorney-in-fact on behalf of the reporting person on 08/26/2025.

Positive
  • Transparent correction of a prior computational error adding back 12,570 shares to previously understated holdings
  • Detailed price information provided as a weighted-average with a disclosed trade price range and offer to supply per-trade breakdown
Negative
  • Insider disposal of 100,000 shares reduces a senior executive's direct holdings to 462,581 shares
  • Prior administrative error caused multiple past filings to understate beneficial ownership until corrected

Insights

TL;DR: Routine insider sale; size is notable but disclosed; prior computational correction increases reported holdings.

The sale of 100,000 shares is a clear disposal by a senior executive that reduces direct ownership to 462,581 shares. The filing provides a weighted-average sale price ($22.4952) and a price range ($22.435–$22.545), which allows readers to infer realized proceeds approximately in the range of $2.24 million, though the filing does not state gross proceeds explicitly. The correction adding 12,570 shares to previously reported holdings improves accuracy of historical disclosures. From an analytical perspective, this transaction is material to monitoring insider activity but, on its own, is neutral regarding company fundamentals because the filing contains no information about reasons for the sale or company performance.

TL;DR: Disclosure follows Form 4 requirements and includes an explicit correction, reflecting adherence to reporting standards.

The Form 4 properly reports the disposition, includes a weighted-average price with an offer to provide per-trade details, and documents a prior computational error that understated holdings by 12,570 shares. The inclusion of the correction enhances transparency and helps restore accuracy to prior filings. The filing was executed by an attorney-in-fact and dated, meeting procedural norms. There is no statement of a Rule 10b5-1 plan or other covering plan, so the sale appears to be a standard reported disposal rather than a planned automatic sale.

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*
POPWELL DAVID T

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

(Street)
MEMPHIS TN 38103

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
FIRST HORIZON CORP [ FHN ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
SEVP Sr Strategic Executive
3. Date of Earliest Transaction (Month/Day/Year)
08/22/2025
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 08/22/2025 S 100,000 D $22.4952(1) 462,581(2) D
Common Stock 3,159 I 401(k)
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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $22.435 to $22.545, inclusive. The reporting person undertakes to provide to First Horizon Corporation, any security holder of First Horizon Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges referenced in this footnote.
2. The amount of shares was increased by 12,570 to correct a computational error that first appeared in an Amendment to Form 4 filed on May 24, 2023 (the "Amendment to Form 4"). The Amendment to Form 4 reported an administrative error in computing the number of shares withheld to pay withholding taxes, but the Column 5 amount on the Amendment to Form 4 was computed without first adding back the incorrect number of withheld shares (12,570) reported on the original Form 4, filed on May 15, 2023. As a result, the Amendment to Form 4, as filed on May 24, 2023, and all subsequent Form 4s filed through July 23, 2025, understated the Column 5 amount by 12,570 shares.
/s/ Peter V. Letsou, attorney-in-fact 08/26/2025
** 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.
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 did First Horizon (FHN) insider David T. Popwell do on 08/22/2025?

He sold 100,000 shares of First Horizon common stock on 08/22/2025 at a weighted-average price of $22.4952 per share.

How many First Horizon shares does David T. Popwell own after the reported transaction?

The filing reports 462,581 shares beneficially owned directly and 3,159 shares held indirectly through a 401(k) plan after the transaction.

Why does the Form 4 adjust Popwell’s ownership by 12,570 shares?

The filing states a prior administrative error in withholding-share calculations led to an understatement; 12,570 shares were added back to correct that error originating in an amended Form 4 filed May 24, 2023.

What price range did the sale trades occur at?

The footnote discloses the sale occurred in multiple trades with prices ranging from $22.435 to $22.545 per share.

Was the Form 4 signed and when?

Yes; the Form 4 was signed by an attorney-in-fact on behalf of the reporting person on 08/26/2025.
First Horizon Corporation

NYSE:FHN

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10.68B
495.24M
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88.38%
1.91%
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