Fulton Financial CLO settles PSUs, gets new RSUs

Fulton Financial Corp senior executive Natasha R. Luddington reported compensation-related equity activity.

Rhea-AI Filing Summary

Fulton Financial Corp senior executive Natasha R. Luddington reported compensation-related equity activity. On May 1, 2026, she exercised 30,005.1292 performance stock units, receiving the same number of shares of $2.50 par value common stock based on pre-set performance goals.

To cover taxes, 13,233.1292 common shares were withheld at $21.62 per share, a tax-withholding disposition rather than an open-market sale, leaving her with 35,881 common shares directly owned. She also received a new grant of 5,524 restricted stock units that cliff-vest three years from the May 1, 2026 grant date under the company’s 2022 equity and cash incentive plan.

Insider Trade Summary

30,005.1292 shares exercised/converted

Exercise 4 txns

Insider Luddington Natasha R.

Role Sr.EVP & Chief Legal Officer

Type	Security	Shares	Price	Value
Exercise	Performance Stock Units	30,005.1292	$0.00	$0.00
Grant/Award	Restricted Stock Units	5,524	$0.00	$0.00
Exercise	$2.50 par value Common Stock	30,005.1292	$0.00	$0.00
Exercise Price or Tax Liability	$2.50 par value Common Stock	13,233.1292	$21.62	$286K

Holdings After Transaction: Performance Stock Units — 0 contracts (Direct); Restricted Stock Units — 22,108.2805 contracts (Direct); $2.50 par value Common Stock — 35,881 shares (Direct)

Footnotes (6)

1. F1. Represents shares withheld to cover the reporting person's tax liability.
2. F2. Each performance-based restricted stock unit represents a contingent right to receive one share of Fulton Financial Corporation's common stock.
3. F3. Reflects the earning and vesting of certain performance-based restricted stock units ("PSUs"), including accrued dividend equivalents, as of May 1, 2026. The PSUs were granted on May 1, 2023. The PSUs were earned and vested based upon Fulton Financial Corporation's level of achievement of total shareholder return, relative to a defined peer group, and net income goals during the applicable performance periods, as specified at the time of grant.
4. F4. Each restricted stock unit represents a contingent right to receive one share of Fulton Financial Corporation common stock.
5. F5. Restricted stock unit award granted May 1, 2026, under the Fulton Financial Corporation 2022 Amended and Restated Equity and Cash Incentive Compensation Plan.
6. F6. The restricted stock units cliff-vest three years from the grant date. Vested shares, together with accumulated dividend equivalents will be delivered to the reporting person three years from the grant date.

Key Figures

PSUs exercised: 30,005.1292 units Shares withheld for taxes: 13,233.1292 shares at $21.62 Common shares held after transaction: 35,881 shares +3 more

6 metrics

PSUs exercised 30,005.1292 units Performance stock units earned and vested as of May 1, 2026

Shares withheld for taxes 13,233.1292 shares at $21.62 Common shares withheld to cover tax liability on vesting

Common shares held after transaction 35,881 shares Direct ownership of $2.50 par value common stock post-transaction

New RSU grant 5,524 units Restricted stock unit award granted May 1, 2026

Outstanding derivative units 22,108.2805 units Total derivative holdings after transactions, primarily RSUs

Exercise/tax price $21.62 per share Value used for tax-withholding disposition of common shares

Key Terms

Performance Stock Units, Restricted Stock Units, tax liability, cliff-vest, +2 more

6 terms

Performance Stock Units financial

"Reflects the earning and vesting of certain performance-based restricted stock units ("PSUs"), including accrued dividend equivalents"

Performance stock units are a type of company award that grants employees shares of stock only if certain performance goals are met. They motivate employees to work toward specific company achievements, aligning their interests with those of shareholders. For investors, they can influence a company's future stock supply and reflect management’s confidence in reaching key targets.

Restricted Stock Units financial

"Each restricted stock unit represents a contingent right to receive one share of Fulton Financial Corporation common stock."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

tax liability financial

"Represents shares withheld to cover the reporting person's tax liability."

cliff-vest financial

"The restricted stock units cliff-vest three years from the grant date."

dividend equivalents financial

"including accrued dividend equivalents, as of May 1, 2026."

Payments tied to employee or contractor equity awards that mirror the cash dividends paid on the company’s stock; they give the holder the same economic benefit as owning the shares without transferring actual shares—often paid in cash or additional award units when the award becomes payable. Investors care because these payments affect a company’s compensation costs, cash flow and potential share dilution, and they signal how management is being rewarded and aligned with shareholders.

Equity and Cash Incentive Compensation Plan financial

"under the Fulton Financial Corporation 2022 Amended and Restated Equity and Cash Incentive Compensation Plan."

FAQ

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

What did FULT’s Natasha Luddington report in this Form 4 filing?

Natasha Luddington reported exercising 30,005.1292 performance stock units into common stock, a tax-withholding disposition of 13,233.1292 shares, and receiving 5,524 new restricted stock units as part of her Fulton Financial Corp equity compensation on May 1, 2026.

Did Natasha Luddington sell FULT stock in the open market?

No open-market sale is shown. The Form 4 reports 13,233.1292 common shares withheld at $21.62 per share solely to cover her tax liability when performance-based stock units vested, which is treated as a tax-withholding disposition rather than a discretionary market sale.

How many Fulton Financial (FULT) shares does Luddington hold after these transactions?

After these transactions, Luddington directly holds 35,881 shares of Fulton Financial’s $2.50 par value common stock. She also has 22,108.2805 derivative units outstanding, including restricted stock units that can convert into additional common shares upon future vesting conditions.

What performance conditions applied to Luddington’s FULT performance stock units?

The performance stock units vested based on Fulton Financial’s total shareholder return versus a defined peer group and net income goals during specified performance periods. These units, including accrued dividend equivalents, were earned and vested as of May 1, 2026 under those pre-set criteria.

What are the terms of Luddington’s new restricted stock unit grant at FULT?

Luddington was granted 5,524 restricted stock units on May 1, 2026 under Fulton Financial’s 2022 Amended and Restated Equity and Cash Incentive Compensation Plan. These units cliff-vest three years from the grant date, with vested shares and accumulated dividend equivalents delivered at that time.

How many performance stock units remain for Natasha Luddington after this Form 4?

The Form 4 shows 30,005.1292 performance stock units exercised into common shares and a derivative position of zero remaining for those units, indicating that this particular block of performance-based units has been fully earned, vested, and converted as of May 1, 2026.

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

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Accepted by SEC EDGAR 05/05/2026 - 04:01 PM Learn about SEC filing dates

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^*

Luddington Natasha R.

(Last) (First) (Middle)

C/O FULTON FINANCIAL CORPORATION

P.O. BOX 4887, ONE PENN SQUARE

(Street)

LANCASTER PENNSYLVANIA 17602

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
FULTON FINANCIAL CORP [ FULT ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Sr.EVP & Chief Legal Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/01/2026

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
$2.50 par value Common Stock	05/01/2026		M		30,005.1292	A	$0.00	49,114.1292	D
$2.50 par value Common Stock	05/01/2026		F		13,233.1292(1)	D	$21.62	35,881	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
Performance Stock Units	(2)	05/01/2026		M			30,005.1292	(3)	(3)	$2.50 par value Common Stock	30,005.1292	$0.00	0.00	D
Restricted Stock Units	(4)(5)	05/01/2026		A		5,524		(6)	(6)	$2.50 par value Common Stock	5,524	$0.00	22,108.2805	D

Explanation of Responses:

1. Represents shares withheld to cover the reporting person's tax liability.

2. Each performance-based restricted stock unit represents a contingent right to receive one share of Fulton Financial Corporation's common stock.

3. Reflects the earning and vesting of certain performance-based restricted stock units ("PSUs"), including accrued dividend equivalents, as of May 1, 2026. The PSUs were granted on May 1, 2023. The PSUs were earned and vested based upon Fulton Financial Corporation's level of achievement of total shareholder return, relative to a defined peer group, and net income goals during the applicable performance periods, as specified at the time of grant.

4. Each restricted stock unit represents a contingent right to receive one share of Fulton Financial Corporation common stock.

5. Restricted stock unit award granted May 1, 2026, under the Fulton Financial Corporation 2022 Amended and Restated Equity and Cash Incentive Compensation Plan.

6. The restricted stock units cliff-vest three years from the grant date. Vested shares, together with accumulated dividend equivalents will be delivered to the reporting person three years from the grant date.

Remarks:

	Steven R. Horst, as attorney in Fact for Luddington, Natasha R.	05/05/2026
	** 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)