OneMain (OMF) CEO Shulman delivers shares for tax withholding on equity

Rhea-AI Filing Summary

OneMain Holdings, Inc. President & CEO Douglas H. Shulman reported three Form 4 transactions in common stock. On February 20, 2026, he disposed of shares through tax-withholding dispositions to cover tax liabilities, at a reported price of $57.53 per share.

These transactions, coded "F" and described as payment of tax liability by delivering securities, were in shares held directly. After the reported dispositions, his directly owned common stock balances disclosed in the filing remained substantial.

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^*

Shulman Douglas H.

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President & CEO

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		17,163	D	$57.53	277,867	D
Common stock, par value $0.01 per share	02/20/2026		F		11,270	D	$57.53	266,597	D
Common stock, par value $0.01 per share	02/20/2026		F		11,430	D	$57.53	255,167	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 Douglas H. Shulman	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 Holdings (OMF) report for Douglas H. Shulman?

OneMain Holdings reported that President & CEO Douglas H. Shulman made three Form 4 transactions disposing of common stock. The dispositions were coded “F,” indicating shares were delivered to satisfy tax liabilities rather than sold in open-market trades, according to the filing’s description.

How many OneMain (OMF) Form 4 transactions were disclosed for the CEO?

The Form 4 shows three separate transactions in OneMain common stock for President & CEO Douglas H. Shulman. Each is reported as a tax-withholding disposition, where shares are delivered to cover tax obligations on equity awards, based on the filing’s transaction code and narrative description.

What price per share was used in Douglas Shulman’s OneMain (OMF) tax-withholding dispositions?

The filing reports a price of $57.53 per share for each of Douglas Shulman’s tax-withholding dispositions. This price is used to value the shares delivered to satisfy tax liabilities, as indicated in the Form 4 transaction details for OneMain common stock.

Were Douglas Shulman’s OneMain (OMF) Form 4 transactions open-market stock sales?

No, the reported transactions were not open-market sales. The Form 4 uses transaction code “F” and describes them as payment of tax liabilities by delivering securities, meaning shares were withheld or delivered for taxes rather than sold on the open market.

What type of security was involved in the OneMain (OMF) CEO’s Form 4 transactions?

All reported transactions involved OneMain Holdings’ common stock, par value $0.01 per share. These shares were disposed of through tax-withholding dispositions to satisfy tax obligations tied to equity compensation, according to the security title and transaction descriptions in the Form 4.

Does Douglas Shulman hold OneMain (OMF) shares directly after these transactions?

Yes. The Form 4 discloses that Douglas Shulman’s transactions involved directly owned common stock, with ownership type marked as direct. The filing also reports updated share balances following each tax-withholding disposition, indicating continued direct ownership of OneMain common shares.