Stifel Financial (NYSE: SF) COO logs phantom unit grant and stock exercise

Rhea-AI Filing Summary

Stifel Financial Corp Chief Operating Officer David D. Sliney reported several equity award transactions involving company stock and phantom units. He acquired 13,868 Phantom Stock Units as a grant based on a PRSU award agreement dated February 18, 2022, with 80 percent vested and 20 percent vesting in one year. He also exercised 11,094 Phantom Stock Units, converting them into 11,094 shares of Common Stock. To cover tax obligations related to the exercise, 4,887 shares of Common Stock were disposed of through a tax-withholding transaction at a price of $120.49 per share.

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

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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^*

SLINEY DAVID D

(Last) (First) (Middle)

501 NORTH BROADWAY

(Street)

ST. LOUIS MO 63102

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
STIFEL FINANCIAL CORP [ SF ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Operating Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/18/2026

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	02/18/2026		M		11,094	A	$0	174,827	D
Common Stock	02/18/2026		F		4,887	D	$120.49	169,940	D

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
Phantom Stock Units	$0	02/18/2026		A		13,868		(1)	(2)	Common Stock	13,868	$0	33,675	D
Phantom Stock Units	$0	02/18/2026		M			11,094	(3)	(2)	Common Stock	11,094	$0	22,581	D

Explanation of Responses:

1. These units are being issued based on the PRSU award agreement dated February 18, 2022. Of these units, 80 percent are currently vested and the remaining 20 percent will vest in one year.

2. No expiration date for these Units

3. Currently exercisable.

	/s/ David Sliney	02/20/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transactions did SF COO David D. Sliney report on this Form 4?

David D. Sliney reported grants, exercises, and a tax-withholding disposition. He received 13,868 Phantom Stock Units, exercised 11,094 units into Common Stock, and 4,887 Common shares were withheld to satisfy tax obligations related to the derivative exercise.

How many Phantom Stock Units did SF COO Sliney acquire in this filing?

Sliney acquired 13,868 Phantom Stock Units in a new grant. The units were issued under a PRSU award agreement dated February 18, 2022, with 80 percent currently vested and the remaining 20 percent scheduled to vest after one additional year of service.

What derivative exercise did SF COO Sliney report in the Form 4?

He reported exercising 11,094 Phantom Stock Units as a derivative transaction. These units were converted into 11,094 shares of Stifel Financial Common Stock, increasing his directly held Common Stock position as reflected in the post-transaction ownership figures in the filing.

Why were 4,887 shares of SF Common Stock disposed of in this Form 4?

The 4,887 Common shares were disposed of in a tax-withholding transaction. They were delivered at $120.49 per share to satisfy exercise price or tax liabilities associated with the derivative exercise, rather than representing an open-market sale for investment purposes.

How did these transactions affect Sliney’s SF Common Stock holdings?

Following the derivative exercise and tax withholding, Sliney held 169,940 shares of Common Stock directly. This reflects the addition of 11,094 shares from exercising Phantom Stock Units and the simultaneous disposition of 4,887 shares to cover related tax obligations.

What are the vesting terms of the new Phantom Stock Units reported by SF COO Sliney?

The new 13,868 Phantom Stock Units are tied to a February 18, 2022 PRSU agreement. According to the disclosure, 80 percent of these units are vested now, while the remaining 20 percent will vest in one year, assuming continued satisfaction of the award’s conditions.