Piper Sandler (PIPR) director adds 75 phantom shares via fee deferral

Rhea-AI Filing Summary

Piper Sandler Companies director defers fees into stock units

A director of Piper Sandler Companies reported a routine compensation-related transaction. On 12/31/2025, the director accrued 75 shares of phantom stock at a price of $0 by electing to defer quarterly director cash retainer fees into stock-based units instead of taking cash. After this transaction, the director beneficially owned 25,525 shares of Piper Sandler common stock in total on a direct basis.

The phantom stock will be paid out in Piper Sandler common shares on the last day of the year in which the director’s board service ends, aligning part of the director’s compensation with the company’s long-term share performance.

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

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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^*

Sterling Brian R

(Last) (First) (Middle)

350 NORTH 5TH STREET, SUITE 1000

(Street)

MINNEAPOLIS MN 55401

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PIPER SANDLER COMPANIES [ PIPR ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
12/31/2025

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	12/31/2025		A		75(1)	A	$0	25,525	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:

1. The reporting person elected to defer receipt of quarterly director cash retainer fees resulting in the accrual to his account of 75 shares of phantom stock. The shares of phantom stock become payable, in common stock, on the last day of the year in which the reporting person's service as a director terminates.

Remarks:

	/s/ James Grant for Brian R. Sterling	01/02/2026
	** 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 Piper Sandler (PIPR) report in this Form 4?

A Piper Sandler director reported deferring quarterly director cash retainer fees on 12/31/2025, receiving 75 shares of phantom stock instead of cash, at a stated price of $0.

How many Piper Sandler (PIPR) shares does the director beneficially own after this transaction?

Following the reported transaction, the director beneficially owned 25,525 shares of Piper Sandler common stock, held directly.

What are the terms of the phantom stock granted to the Piper Sandler (PIPR) director?

The director accrued 75 shares of phantom stock, which will be payable in Piper Sandler common stock on the last day of the year in which the director’s service as a director terminates.

Why did the Piper Sandler (PIPR) director receive phantom stock instead of cash?

According to the disclosure, the director elected to defer receipt of quarterly director cash retainer fees, resulting in the accrual of phantom stock units tied to Piper Sandler common shares.

Does this Piper Sandler (PIPR) Form 4 involve options or other derivative securities?

The filing’s non-derivative table reports common stock and phantom stock. The derivative securities table is present but does not list any specific derivative transactions in the provided excerpt.

When will the Piper Sandler (PIPR) director receive the common stock from the phantom shares?

The 75 phantom shares become payable in Piper Sandler common stock on the last day of the year in which the director’s service as a director ends.