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Regions Financial (NYSE: RF) director awarded 5,404 deferred stock units

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

REGIONS FINANCIAL CORP director Mark A. Crosswhite received a grant of 5,404 restricted stock units. The award was reported as a derivative acquisition at a price of $0.00 per unit and brings his directly held restricted stock unit balance to 28,808.3951 units.

Each restricted stock unit represents a contingent right to receive one share of common stock. The units vest on the date of the 2027 Annual Meeting of Shareholders, subject to a service requirement, and will be settled in common shares upon his termination of service as a director under his deferral election.

Positive

  • None.

Negative

  • None.
Insider Crosswhite Mark A.
Role null
Type Security Shares Price Value
Grant/Award Restricted Stock Units 5,404 $0.00 --
Holdings After Transaction: Restricted Stock Units — 28,808.395 shares (Direct, null)
Footnotes (1)
  1. Each restricted stock unit represents a contingent right to receive one share of common stock. The restricted stock units vest on the date of the 2027 Annual Meeting of Shareholders, subject to a service requirement, and will be settled in shares of common stock upon the reporting person's termination of service as a director in accordance with the reporting person's irrevocable deferral election under the Regions Financial Corporation Directors' Deferred Restricted Stock Unit Plan. Includes quarterly cash dividends that have been reinvested in restricted stock units.
RSU grant size 5,404 restricted stock units Grant on 2026-05-11 to Mark A. Crosswhite
RSUs after transaction 28,808.3951 restricted stock units Total direct RSU holdings following grant
Grant price per unit $0.00 per unit Compensation award, not open-market purchase
Vesting event 2027 Annual Meeting of Shareholders Vesting date for granted restricted stock units
Underlying common shares 5,404 shares of common stock Each RSU equals one share of common stock
Restricted Stock Units financial
"Each restricted stock unit represents a contingent right to receive one share of 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.
Annual Meeting of Shareholders regulatory
"The restricted stock units vest on the date of the 2027 Annual Meeting of Shareholders, subject to a service requirement"
A yearly gathering where a company’s owners (shareholders) vote on key items like electing the board, approving executive pay, and ratifying auditors, and receive updates on performance and strategy. Think of it as an annual town hall for owners: it matters to investors because outcomes and disclosures can affect leadership, corporate direction, dividend and governance policies, and therefore the company’s risk and potential return.
Directors' Deferred Restricted Stock Unit Plan financial
"in accordance with the reporting person's irrevocable deferral election under the Regions Financial Corporation Directors' Deferred Restricted Stock Unit Plan."
quarterly cash dividends financial
"Includes quarterly cash dividends that have been reinvested in restricted stock units."
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*
Crosswhite Mark A.
(Last)(First)(Middle)
P. O. BOX 10247
(Street)
BIRMINGHAM ALABAMA 35202-0247
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
REGIONS FINANCIAL CORP [ RF ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/11/2026		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
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
Restricted Stock Units(1)05/11/2026A5,404 (2) (2)Common Stock5,404$028,808.3951(3)D
Explanation of Responses:
1. Each restricted stock unit represents a contingent right to receive one share of common stock.
2. The restricted stock units vest on the date of the 2027 Annual Meeting of Shareholders, subject to a service requirement, and will be settled in shares of common stock upon the reporting person's termination of service as a director in accordance with the reporting person's irrevocable deferral election under the Regions Financial Corporation Directors' Deferred Restricted Stock Unit Plan.
3. Includes quarterly cash dividends that have been reinvested in restricted stock units.
Remarks:
/s/ Elizabeth H. Townsend - Attorney-in-Fact05/13/2026
** 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 Regions Financial (RF) director Mark A. Crosswhite report on this Form 4?

Mark A. Crosswhite reported receiving 5,404 restricted stock units as a grant. These units represent future rights to common shares, vest at the 2027 Annual Meeting of Shareholders, and are part of his director compensation, increasing his deferred restricted stock unit holdings.

How many restricted stock units does Mark A. Crosswhite hold after this RF Form 4 transaction?

After the reported grant, Mark A. Crosswhite holds 28,808.3951 restricted stock units directly. This total includes the newly awarded 5,404 units and prior deferred units, as well as quarterly cash dividends that have been reinvested into additional restricted stock units under the company plan.

When do the newly granted Regions Financial (RF) restricted stock units vest?

The newly granted restricted stock units vest on the date of the 2027 Annual Meeting of Shareholders. Vesting is conditioned on a service requirement, meaning Crosswhite must continue serving as a director through that meeting for the units to fully vest under the plan.

How will Mark A. Crosswhite’s Regions Financial (RF) restricted stock units be settled?

The restricted stock units will be settled in shares of Regions Financial common stock upon Crosswhite’s termination of service as a director. Settlement follows his irrevocable deferral election under the Regions Financial Corporation Directors' Deferred Restricted Stock Unit Plan.

What does each restricted stock unit represent for Regions Financial (RF)?

Each restricted stock unit represents a contingent right to receive one share of Regions Financial common stock. The rights convert into actual shares only after vesting conditions are met and settlement occurs according to the director’s deferred compensation election and plan terms.

Does Mark A. Crosswhite pay anything for these Regions Financial (RF) restricted stock units?

The reported transaction lists a price of $0.00 per restricted stock unit, indicating these are compensation-based awards rather than open-market purchases. They are granted as part of director compensation and not acquired through a cash purchase by Crosswhite.