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First Horizon (NYSE: FHN) EVP uses 1,717 shares to cover tax withholding

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(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

FIRST HORIZON CORP executive Jeff L. Fleming, EVP & Chief Accounting Officer, had 1,717 shares of common stock withheld on May 12, 2026 to pay taxes due on the vesting of a previously granted restricted stock unit award, at $23.90 per share. After these tax-withholding dispositions, he holds 132,398 shares directly and 31,409 shares indirectly through a 401(k) plan.

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Insider Fleming Jeff L.
Role EVP & Chief Accounting Officer
Type Security Shares Price Value
Tax Withholding Common Stock 980 $23.90 $23K
Tax Withholding Common Stock 737 $23.90 $18K
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 132,398 shares (Direct, null); Common Stock — 31,409 shares (Indirect, 401(k))
Footnotes (1)
  1. [object Object]
Tax-withheld shares total 1,717 shares Mandatory withholding for RSU vesting taxes on May 12, 2026
First F-code withholding 737 shares at $23.90/share Common Stock tax-withholding disposition
Second F-code withholding 980 shares at $23.90/share Common Stock tax-withholding disposition
Direct holdings after transaction 132,398 shares Common Stock held directly after May 12, 2026
Indirect 401(k) holdings 31,409 shares Common Stock held indirectly via 401(k) as of May 12, 2026
Transaction price $23.90 per share Value used for tax-withholding dispositions
restricted stock unit award financial
"vesting of restricted stock unit award granted previously"
A restricted stock unit award is a promise by a company to give an employee a specified number of company shares at a future date if certain conditions are met, such as staying with the company or hitting performance goals. For investors, these awards matter because they can increase the total number of shares outstanding when converted, diluting existing holders, and they align employees’ incentives with shareholders’ interests much like giving a rising bonus that becomes real only after conditions are satisfied.
tax-withholding disposition financial
"transaction_action": "tax-withholding disposition""
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.
401(k) financial
"nature_of_ownership": "401(k)""
A 401(k) is a type of retirement savings plan offered by employers that allows workers to set aside a portion of their paycheck before taxes are taken out. The money saved in a 401(k) can grow over time through investments, helping individuals build funds for their future retirement. It matters to investors because it provides a tax-advantaged way to save and invest for long-term financial security.
Form 4 regulatory
"INSIDER FILING DATA (Form 4):"
Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.
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Form 4 Insider Transactions: What Each Field Means →
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*
Fleming Jeff L.
(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
EVP & Chief Accounting Officer
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 Stock05/12/2026F980(1)D$23.9132,398D
Common Stock05/12/2026F737(1)D$23.9131,661D
Common Stock31,409I401(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)
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 vesting of restricted 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)

Source: View Original Filing on SEC EDGAR

FAQ

What did First Horizon (FHN) executive Jeff L. Fleming report on this Form 4?

Jeff L. Fleming reported share dispositions used solely to cover tax obligations. A total of 1,717 First Horizon common shares were withheld at $23.90 per share in connection with the vesting of a previously granted restricted stock unit award.

How many First Horizon (FHN) shares were withheld for Jeff L. Fleming’s taxes?

A total of 1,717 First Horizon common shares were withheld for taxes. The Form 4 shows two F-code transactions of 737 and 980 shares, both priced at $23.90 per share, tied to RSU vesting-related tax obligations.

Were Jeff L. Fleming’s First Horizon (FHN) transactions open-market sales?

No, these were not open-market sales. The Form 4 classifies both transactions with code F, indicating mandatory tax-withholding dispositions to satisfy tax liabilities arising from a previously granted restricted stock unit award’s vesting.

How many First Horizon (FHN) shares does Jeff L. Fleming hold after these transactions?

After the tax-withholding dispositions, Jeff L. Fleming holds 132,398 First Horizon common shares directly. He also has an additional 31,409 common shares held indirectly through a 401(k) plan, as reported in the Form 4.

What does the 401(k) entry mean in Jeff L. Fleming’s First Horizon (FHN) Form 4?

The 401(k) entry reflects indirect ownership of First Horizon shares in a retirement plan. The Form 4 shows 31,409 common shares held indirectly through a 401(k), with a holding entry dated May 12, 2026, separate from the tax-withholding transactions.