Regions director exercises 7,904 RSUs into stock

REGIONS FINANCIAL CORP director William C. Rhodes III reported the vesting of restricted stock units that were settled in common shares.

Accepted by SEC EDGAR 05/08/2026 - 04:24 PM EDT

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Form Type

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.

Insider Trade Summary

7,904 shares exercised/converted

Exercise 2 txns

Insider RHODES WILLIAM C III

Role Director

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	7,904	$0.00	$0.00
Exercise	Common Stock	7,904	$0.00	$0.00
Holding	Common Stock	--	--	--
Holding	Common Stock	--	--	--
Holding	Common Stock	--	--	--

Holdings After Transaction: Restricted Stock Units — 0 units (Direct); Common Stock — 16,272 shares (Direct); Common Stock — 50,000 shares (Indirect, By Living Trust); Common Stock — 92 shares (Indirect, By Trust for Benefit of Children); Common Stock — 367.5015 shares (Indirect, By Spouse Trust)

Footnotes (2)

F1. Restricted stock units vested and were settled in shares of common stock on a one-for-one basis on May 6, 2026
F2. Each restricted stock unit represents a contingent right to receive one share of common stock.

Key Figures

RSUs converted: 7,904 units Direct common shares after transaction: 16,272 shares Spouse trust holdings: 367.5015 shares +3 more

6 metrics

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

Key Terms

Restricted stock units, contingent right, exercise or conversion of derivative security, indirect ownership, +1 more

5 terms

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"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

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.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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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^*

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)

X	Director	10% 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)

X	Form 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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	05/06/2026		M		7,904	A	$0⁽¹⁾	16,272	D
Common Stock								50,000	I	By Living Trust
Common Stock								92	I	By Trust for Benefit of Children
Common Stock								367.5015	I	By 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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽²⁾	05/06/2026		M			7,904	⁽¹⁾	⁽¹⁾	Common Stock	7,904	$0	0	D

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-Fact	05/08/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR