Stifel (NYSE: SF) director logs phantom unit grant, exercise and tax shares

Rhea-AI Filing Summary

STIFEL FINANCIAL CORP director Thomas W. Weisel reported equity award activity and related share movements. He received 5,778 Phantom Stock Units as a grant under a PRSU award agreement dated February 18, 2022, with 80 percent vested now and 20 percent scheduled to vest in one year. The filing shows an exercise of 4,623 Phantom Stock Units, which were converted into 4,623 shares of common stock at a stated price of $120.49 per share. To satisfy tax obligations tied to this equity activity, 1,693 common shares were disposed of by delivering shares at $120.49 per share, leaving him with 12,871 common shares held directly. The Phantom Stock Units are described as having no expiration date and being currently exercisable.

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^*

WEISEL THOMAS W

(Last) (First) (Middle)

ONE MONTGOMERY STREET, SUITE 3700

(Street)

SAN FRANCISCO CA 94104

(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)

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

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		4,623	A	$0	14,564	D
Common Stock	02/18/2026		F		1,693	D	$120.49	12,871	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		5,778		(1)	(2)	Common Stock	5,778	$0	5,778	D
Phantom Stock Units	$0	02/18/2026		M			4,623	(3)	(2)	Common Stock	4,623	$0	1,155	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/ Thom Weisel	02/20/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transactions did SF director Thomas W. Weisel report on this Form 4?

Thomas W. Weisel reported a grant of 5,778 Phantom Stock Units, the exercise of 4,623 units into 4,623 common shares, and a tax-withholding disposition of 1,693 common shares, all dated February 18, 2026, leaving 12,871 common shares directly owned.

How many Phantom Stock Units did SF grant to Thomas W. Weisel and how do they vest?

Stifel granted 5,778 Phantom Stock Units to Thomas W. Weisel. Footnotes state these units come from a PRSU agreement dated February 18, 2022, with 80 percent currently vested and the remaining 20 percent scheduled to vest in one year, and no expiration date for the units.

What does the Form 4 say about the exercise of Phantom Stock Units at SF?

The Form 4 shows 4,623 Phantom Stock Units were exercised or converted into 4,623 shares of Stifel common stock. The transaction is coded as an exercise of derivative securities, with the units described as currently exercisable and no expiration date disclosed in the footnotes.

Why were 1,693 shares of SF common stock disposed of in this filing?

The disposition of 1,693 Stifel common shares is coded as a tax-withholding transaction. Shares were delivered at $120.49 per share to satisfy the exercise price or tax liability associated with the equity award activity reported, rather than an open-market sale.

How many SF common shares does Thomas W. Weisel hold after these transactions?

After the reported transactions, Thomas W. Weisel directly holds 12,871 shares of Stifel common stock. This figure reflects the exercise of 4,623 Phantom Stock Units into common shares and the tax-withholding disposition of 1,693 shares on February 18, 2026.

Are the Phantom Stock Units held by SF director Thomas W. Weisel currently exercisable?

Yes. Footnotes in the Form 4 state the Phantom Stock Units are currently exercisable and have no expiration date. These details apply to the units issued under the PRSU award agreement dated February 18, 2022, which governs vesting and exercisability.