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Regions Financial (NYSE: RF) director converts 7,904 RSUs into common shares

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

Rhea-AI Filing Summary

REGIONS FINANCIAL CORP director William C. Rhodes III reported the vesting of restricted stock units that were settled in common shares. On May 6, 2026, 7,904 restricted stock units converted into the same number of common shares on a one-for-one basis, increasing his direct common stock holdings to 16,272 shares. The filing also lists indirect ownership of common stock held through a spouse trust, a trust for the benefit of children, and a living trust.

Positive

  • None.

Negative

  • None.
Insider RHODES WILLIAM C III
Role null
Type Security Shares Price Value
Exercise Restricted Stock Units 7,904 $0.00 --
Exercise Common Stock 7,904 $0.00 --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Restricted Stock Units — 0 shares (Direct, null); Common Stock — 16,272 shares (Direct, null); Common Stock — 50,000 shares (Indirect, By Living Trust)
Footnotes (1)
  1. Restricted stock units vested and were settled in shares of common stock on a one-for-one basis on May 6, 2026 Each restricted stock unit represents a contingent right to receive one share of common stock.
RSUs converted 7,904 units Restricted stock units vested and settled into common stock on May 6, 2026
Direct common shares after transaction 16,272 shares Total direct holdings following RSU conversion on May 6, 2026
Spouse trust holdings 367.5015 shares Indirect common stock ownership by spouse trust
Children’s trust holdings 92 shares Indirect common stock ownership by trust for benefit of children
Living trust holdings 50,000 shares Indirect common stock ownership by living trust
Exercise transactions 1 transaction, 7,904 shares Exercise or conversion of derivative security reported in Form 4
Restricted stock units financial
"Restricted stock units vested and were settled in shares 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.
contingent right financial
"Each restricted stock unit represents a contingent right to receive one share"
exercise or conversion of derivative security financial
"transaction_code_description: Exercise or conversion of derivative security"
indirect ownership financial
"direct_or_indirect: I, nature_of_ownership: By Spouse Trust"
living trust financial
"nature_of_ownership: By Living Trust"
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*
RHODES WILLIAM C III
(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)
05/06/2026		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
Common Stock05/06/2026M7,904A$0(1)16,272D
Common Stock50,000IBy Living Trust
Common Stock92IBy Trust for Benefit of Children
Common Stock367.5015IBy Spouse Trust
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(2)05/06/2026M7,904 (1) (1)Common Stock7,904$00D
Explanation of Responses:
1. Restricted stock units vested and were settled in shares of common stock on a one-for-one basis on May 6, 2026
2. Each restricted stock unit represents a contingent right to receive one share of common stock.
Remarks:
/s/ Elizabeth H. Townsend - Attorney-in-Fact05/08/2026
** 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 insider transaction did RF director William C. Rhodes III report?

William C. Rhodes III reported restricted stock units vesting into common stock. On May 6, 2026, 7,904 restricted stock units converted on a one-for-one basis into 7,904 shares of Regions Financial common stock, reflecting equity compensation rather than an open-market purchase or sale.

How many Regions Financial (RF) shares does Rhodes hold directly after this Form 4?

After the reported transaction, Rhodes holds 16,272 shares of Regions Financial common stock directly. This follows the vesting and settlement of 7,904 restricted stock units into an equal number of common shares, as disclosed in the Form 4 filing for May 6, 2026.

What happened to the 7,904 restricted stock units reported for RF?

The 7,904 restricted stock units vested and were settled in common stock. Each unit represented a contingent right to receive one share, so they converted into 7,904 shares of Regions Financial common stock on May 6, 2026, reducing the restricted stock unit balance to zero.

How are William C. Rhodes III’s indirect RF holdings structured?

Rhodes reports indirect ownership of Regions Financial common stock through several trusts. These include 367.5015 shares held by a spouse trust, 92 shares held by a trust for the benefit of children, and 50,000 shares held by a living trust, all listed as indirect holdings.

Does this RF Form 4 show any open-market buys or sells by Rhodes?

The Form 4 does not show any open-market buys or sells. It records an exercise or conversion of 7,904 restricted stock units into common shares and updates on indirect holdings, without any transactions coded as open-market purchases or sales.