Regions Financial (RF) CEO and Chairman gifts 15,000 shares, retains over 916K

Rhea-AI Filing Summary

Regions Financial Corporation Chairman, President and CEO, who is also a director, reported a change in his ownership of company stock. On 12/11/2025, he disposed of 15,000 shares of common stock in a transaction coded "G," which indicates a gift. The shares were transferred at a reported price of $0.0000 per share.

Following this transaction, he beneficially owns 916,605.9999 shares of Regions Financial common stock directly. In addition, he has an indirect interest in 5,363.5964 units through the company’s 401(k) plan, where units in the plan’s employer stock fund are designed to track the economic value of one share of common stock.

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^*

Turner John M JR

(Last) (First) (Middle)

P. O. BOX 10247

(Street)

BIRMINGHAM AL 35202-0247

(City) (State) (Zip)

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
X	Officer (give title below)		Other (specify below)
	Chairman, President and CEO

3. Date of Earliest Transaction (Month/Day/Year)
12/11/2025

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	12/11/2025		G		15,000	D	$0.0000	916,605.9999	D
Common Stock								5,363.5964(1)	I	By 401(k)

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. Includes dividends that have accrued, pursuant to a dividend reinvestment feature of the Regions Financial Corporation 401(k) Plan, since the date of the reporting person's last ownership report. The total amount reported is expressed as ownership units in the Plan's unitized employer stock fund, which is managed such that each unit is intended to approximate the economic value of one share of common stock.

	/s/ Elizabeth H. Townsend - Attorney-in-Fact	12/12/2025
	** 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 Regions Financial (RF) report in this Form 4?

The Chairman, President and CEO of Regions Financial Corporation (RF) reported a disposition of 15,000 shares of common stock on 12/11/2025 in a transaction coded "G," indicating a gift at a reported price of $0.0000 per share.

How many Regions Financial (RF) shares does the insider own after this transaction?

After the reported transaction, the insider beneficially owns 916,605.9999 shares of Regions Financial common stock directly, plus an indirect interest in 5,363.5964 units through the company’s 401(k) plan stock fund.

What does transaction code "G" mean for the Regions Financial (RF) Form 4 filing?

In this Form 4 for Regions Financial (RF), transaction code "G" indicates that the 15,000 shares of common stock were disposed of as a gift rather than through an open-market sale or purchase.

What is the role of the reporting person at Regions Financial (RF)?

The reporting person is a director and serves as Chairman, President and CEO of Regions Financial Corporation (RF), and is therefore both an officer and director of the company.

How is the 401(k) plan ownership reported for Regions Financial (RF) stock?

The Form 4 explains that the 5,363.5964 figure reflects ownership units in the Regions Financial Corporation 401(k) Plan unitized employer stock fund, where each unit is managed to approximate the economic value of one share of common stock.

Is the Regions Financial (RF) Form 4 filed by more than one reporting person?

No. The Form 4 for Regions Financial (RF) indicates that it is filed by one reporting person, not by a group.