Stifel Financial (NYSE: SF) SVP reports phantom stock grant and tax-share withholding

Rhea-AI Filing Summary

Stifel Financial Corp senior vice president Thomas B. Michaud reported equity compensation transactions involving phantom stock units and common shares. He received 20,224 phantom stock units under a PRSU award dated February 18, 2022, of which 80% are vested and 20% will vest in one year. He also exercised 16,179 phantom stock units into 16,179 shares of common stock, with 7,983 of those common shares withheld at a price of $120.4900 per share to cover tax obligations.

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^*

Michaud Thomas B.

(Last) (First) (Middle)

787 SEVENTH AVENUE

(Street)

NEW YORK NY 10019

(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)
	Senior Vice President

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		16,179	A	$0	94,473	D
Common Stock	02/18/2026		F		7,983	D	$120.49	86,490	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		20,224		(1)	(2)	Common Stock	20,224	$0	50,505	D
Phantom Stock Units	$0	02/18/2026		M			16,179	(3)	(2)	Common Stock	16,179	$0	34,326	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/ Thomas B. Michaud	02/20/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transactions did SF executive Thomas B. Michaud report on this Form 4?

Thomas B. Michaud reported equity compensation-related transactions, not open-market trades. He received 20,224 phantom stock units, exercised 16,179 phantom stock units into common shares, and had 7,983 common shares withheld to satisfy tax obligations linked to these awards and exercises.

How many phantom stock units did SF grant to Thomas B. Michaud?

Stifel Financial granted Thomas B. Michaud 20,224 phantom stock units. These units arise from a PRSU award agreement dated February 18, 2022, with 80 percent currently vested and the remaining 20 percent scheduled to vest in one year under the award’s vesting terms.

What are the vesting terms of the SF phantom stock units for Thomas B. Michaud?

The phantom stock units are issued under a PRSU agreement dated February 18, 2022. According to the disclosure, 80 percent of the 20,224 units are already vested, while the remaining 20 percent will vest in one year, assuming the award’s conditions continue to be met.

Did Thomas B. Michaud of SF exercise any derivative securities into common stock?

Yes. He exercised 16,179 phantom stock units into 16,179 shares of Stifel Financial common stock. The filing classifies this as an exercise or conversion of derivative securities, with the resulting common shares held directly following the transaction on the reported date.

Were any SF shares sold by Thomas B. Michaud in this Form 4 filing?

The filing shows 7,983 common shares used to satisfy tax obligations at $120.4900 per share. This is characterized as payment of exercise price or tax liability by delivering securities, a tax-withholding disposition rather than a discretionary open-market sale of shares.

Does Thomas B. Michaud’s SF phantom stock award have an expiration date?

The disclosure notes that there is no expiration date for these phantom stock units. A separate footnote indicates that the derivative security is currently exercisable, which means it can be converted into common stock under the terms of the award agreement as disclosed.