Regions Financial director granted 5,404 RSUs

REGIONS FINANCIAL CORP director Alison S. Rand received a grant of 5,404 restricted stock units, each representing a contingent right to one share of common stock.

Rhea-AI Filing Summary

REGIONS FINANCIAL CORP director Alison S. Rand received a grant of 5,404 restricted stock units, each representing a contingent right to one share of common stock. The grant carried no cash exercise price.

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 Rand’s termination of service as a director under the company’s Directors' Deferred Restricted Stock Unit Plan. Following this award, Rand directly holds 20,686.2229 restricted stock units, a figure that includes quarterly cash dividends reinvested in restricted stock units.

Insider Trade Summary

Grant/Award: 5,404 shares

Grant/Award 1 txn

Insider Rand Alison S.

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Restricted Stock Units	5,404	$0.00	$0.00

Holdings After Transaction: Restricted Stock Units — 20,686.2229 contracts (Direct)

Footnotes (3)

1. F1. Each restricted stock unit represents a contingent right to receive one share of common stock.
2. F2. 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. F3. Includes quarterly cash dividends that have been reinvested in restricted stock units.

Key Figures

RSU grant size: 5,404 restricted stock units Exercise price: $0.0000 per unit Underlying shares: 5,404 shares of common stock +2 more

5 metrics

RSU grant size 5,404 restricted stock units Grant to director Alison S. Rand on 2026-05-11

Exercise price $0.0000 per unit Price per restricted stock unit granted

Underlying shares 5,404 shares of common stock Each RSU represents one share of common stock

Total RSUs after grant 20,686.2229 restricted stock units Direct holdings following reported transaction

Vesting timing 2027 Annual Meeting of Shareholders Vesting date subject to service requirement

Key Terms

Restricted Stock Units, contingent right, irrevocable deferral election, Directors' Deferred Restricted Stock Unit Plan, +1 more

5 terms

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.

contingent right financial

"Each restricted stock unit represents a contingent right to receive one share of common stock."

irrevocable deferral election financial

"in accordance with the reporting person's irrevocable deferral election under the Regions Financial Corporation Directors' Deferred Restricted Stock Unit Plan."

Directors' Deferred Restricted Stock Unit Plan financial

"under the Regions Financial Corporation Directors' Deferred Restricted Stock Unit Plan."

reinvested in restricted stock units financial

"Includes quarterly cash dividends that have been reinvested in restricted stock units."

FAQ

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

What did Regions Financial (RF) director Alison S. Rand report on this Form 4?

Alison S. Rand reported receiving 5,404 restricted stock units in Regions Financial. Each unit represents a contingent right to one share of common stock and was awarded as equity compensation rather than purchased in the open market.

How many Regions Financial restricted stock units does Alison S. Rand hold after this grant?

After the grant, Alison S. Rand holds 20,686.2229 restricted stock units in Regions Financial. This total includes both the new 5,404-unit award and prior units, along with quarterly cash dividends that have been reinvested in additional restricted stock units.

When do Alison S. Rand’s new Regions Financial restricted stock units vest?

The 5,404 restricted stock units vest on the date of the 2027 Annual Meeting of Shareholders. Vesting is subject to a service requirement, meaning Rand must continue serving as a director through that meeting for the units to vest.

How will Alison S. Rand’s Regions Financial restricted stock units be settled?

The restricted stock units will be settled in shares of Regions Financial common stock. Settlement occurs upon Rand’s termination of service as a director, under her irrevocable deferral election in the company’s Directors' Deferred Restricted Stock Unit Plan.

Did Alison S. Rand pay anything for the 5,404 Regions Financial restricted stock units?

No cash price was paid for the 5,404 restricted stock units, which were granted at a price of $0.0000 per unit. This indicates they were awarded as part of director compensation rather than acquired through a market purchase.

What does it mean that dividends are reinvested into Regions Financial restricted stock units?

The filing states the holdings include quarterly cash dividends reinvested in restricted stock units. Instead of receiving dividends in cash, those amounts are converted into additional restricted stock units, increasing the director’s total deferred equity position over time.

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

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Accepted by SEC EDGAR 05/13/2026 - 04:20 PM Learn about SEC filing dates

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^*

Rand Alison S.

(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)
05/11/2026

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)
			Code	V	Amount	(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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(1)	05/11/2026		A		5,404		(2)	(2)	Common Stock	5,404	$0	20,686.2229(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-Fact	05/13/2026
	** 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)