OneMain (OMF) EVP & COO disposes shares for tax withholding, keeps stake

Rhea-AI Filing Summary

OneMain Holdings EVP & COO Micah R. Conrad reported three Form 4 transactions involving company common stock. On February 20, 2026, he disposed of 4,461, 2,648, and 3,458 shares at $57.53 per share through tax-withholding dispositions to cover tax obligations, rather than open-market sales. After these transactions, he directly owned 111,250 shares of OneMain Holdings common stock.

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^*

Conrad Micah R.

(Last) (First) (Middle)

C/O ONEMAIN HOLDINGS, INC.

601 N.W. SECOND STREET

(Street)

EVANSVILLE IN 47708

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
OneMain Holdings, Inc. [ OMF ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/20/2026

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, par value $0.01 per share	02/20/2026		F		4,461	D	$57.53	117,356	D
Common stock, par value $0.01 per share	02/20/2026		F		2,648	D	$57.53	114,708	D
Common stock, par value $0.01 per share	02/20/2026		F		3,458	D	$57.53	111,250	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:

Remarks:

	/s/ Lily Fu Claffee attorney-in-fact for Micah R. Conrad	02/24/2026
	** 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.

FAQ

What insider transaction did OneMain (OMF) report for Micah R. Conrad?

OneMain reported that EVP & COO Micah R. Conrad disposed of common stock through three tax-withholding transactions on February 20, 2026. These Form 4 entries reflect shares delivered to satisfy tax obligations, not discretionary open-market stock sales.

How many OneMain (OMF) shares were disposed of in Micah R. Conrad's Form 4?

Micah R. Conrad disposed of 4,461, 2,648, and 3,458 OneMain common shares in three separate tax-withholding transactions. Each line reflects shares surrendered to cover tax liabilities associated with equity awards, rather than voluntary selling in the market.

At what price were Micah R. Conrad's OneMain (OMF) tax-withholding shares valued?

All three tax-withholding dispositions for Micah R. Conrad were valued at $57.53 per share. This single price was applied across the 4,461, 2,648, and 3,458 share transactions recorded on February 20, 2026, in his Form 4 filing.

How many OneMain (OMF) shares does Micah R. Conrad own after these transactions?

Following the reported tax-withholding dispositions, Micah R. Conrad directly owned 111,250 shares of OneMain common stock. The Form 4 shows this balance after the final February 20, 2026 transaction, indicating his remaining direct equity stake in the company.

Were Micah R. Conrad's OneMain (OMF) Form 4 transactions open-market sales?

No. The transactions are coded "F" and described as tax-withholding dispositions, meaning shares were delivered to satisfy tax liabilities or exercise costs. This differs from discretionary open-market selling for investment or portfolio reasons.