Regions Financial (RF) grants 22,358 RSUs to CRO vesting in 2029

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Zusi Russell K reported acquisition or exercise transactions in this Form 4 filing.

REGIONS FINANCIAL CORP reported that SEVP & CRO Russell K. Zusi received a grant of 22,358 Restricted Stock Units, each representing a contingent right to one share of common stock. The units vest on April 1, 2029, subject to a service requirement and performance thresholds measured from January 1, 2026 through December 31, 2028. Following this award, Zusi holds a total of 239,053.3899 restricted stock units and related equity, including quarterly cash dividends that were reinvested in restricted stock units.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Zusi Russell K

Role SEVP & CRO

Type	Security	Shares	Price	Value
Grant/Award	Restricted Stock Units	22,358	$0.00	--

Holdings After Transaction: Restricted Stock Units — 239,053.39 shares (Direct)

Footnotes (1)

Each restricted stock unit represents a contingent right to receive one share of common stock. The restricted stock units vest on April 1, 2029, subject to a service requirement. The number of shares to be delivered upon vesting is contingent on the issuer meeting certain performance thresholds during the period from January 1, 2026 through December 31, 2028. Includes quarterly cash dividends that were reinvested in restricted stock units.

Key Figures

RSUs granted: 22,358 units Post‑grant holdings: 239,053.3899 units Vesting date: April 1, 2029 +2 more

5 metrics

RSUs granted 22,358 units Restricted Stock Units granted on April 1, 2026

Post‑grant holdings 239,053.3899 units Total equity-linked holdings following transaction

Vesting date April 1, 2029 RSUs vest subject to service requirement

Performance period start January 1, 2026 Beginning of performance measurement window

Performance period end December 31, 2028 End of performance measurement window

Key Terms

Restricted Stock Units, service requirement, performance thresholds, quarterly cash dividends

4 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.

service requirement financial

"The restricted stock units vest on April 1, 2029, subject to a service requirement."

performance thresholds financial

"The number of shares to be delivered upon vesting is contingent on the issuer meeting certain performance thresholds"

quarterly cash dividends financial

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

Form 4 Insider Transactions: What Each Field Means →

04/03/2026 - 06:04 PM

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^*

Zusi Russell K

(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)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	SEVP & CRO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026

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)

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	⁽¹⁾	04/01/2026		A		22,358		⁽²⁾	⁽²⁾	Common Stock	22,358	$0	239,053.3899⁽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 April 1, 2029, subject to a service requirement. The number of shares to be delivered upon vesting is contingent on the issuer meeting certain performance thresholds during the period from January 1, 2026 through December 31, 2028.

3. Includes quarterly cash dividends that were reinvested in restricted stock units.

Remarks:

	/s/ Elizabeth H. Townsend - Attorney-in-Fact	04/03/2026
	** 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

FAQ

What insider equity award did Regions Financial (RF) disclose for Russell K. Zusi?

Regions Financial disclosed that SEVP & CRO Russell K. Zusi received a grant of 22,358 Restricted Stock Units. Each unit represents a contingent right to receive one share of common stock, subject to vesting conditions and performance thresholds described in the filing’s footnotes.

When do Russell K. Zusi’s new Regions Financial (RF) RSUs vest?

The newly granted Restricted Stock Units to Russell K. Zusi vest on April 1, 2029. Vesting requires continued service and is also contingent on Regions Financial meeting specified performance thresholds during the period from January 1, 2026 through December 31, 2028.

What performance period applies to the new RF Restricted Stock Units granted to Russell K. Zusi?

The performance period for Russell K. Zusi’s new Restricted Stock Units runs from January 1, 2026 through December 31, 2028. The number of shares ultimately delivered at vesting depends on Regions Financial meeting certain performance thresholds during this defined multi-year period.

How many Regions Financial (RF) shares does Russell K. Zusi hold after this RSU grant?

After the grant, Russell K. Zusi holds a total of 239,053.3899 shares and units linked to Regions Financial common stock. This figure includes the newly granted Restricted Stock Units and quarterly cash dividends that were reinvested in additional restricted stock units over time.

How are dividends treated on Russell K. Zusi’s Regions Financial (RF) Restricted Stock Units?

The filing notes that quarterly cash dividends associated with Russell K. Zusi’s Restricted Stock Units have been reinvested in additional restricted stock units. This reinvestment increases his total restricted unit balance, which stands at 239,053.3899 units following the most recent award.

What does each Regions Financial (RF) Restricted Stock Unit represent in this Form 4?

Each Restricted Stock Unit granted to Russell K. Zusi represents a contingent right to receive one share of Regions Financial common stock. Delivery of these shares occurs only if the service requirement is satisfied and the company meets specified performance thresholds during the stated performance period.