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Triumph Financial EVP reports option and stock awards

Triumph Financial, Inc. executive Adam D. Nelson, EVP and General Counsel, reported compensation-related equity activity on May 1, 2026.

(Neutral)
(Neutral)
Form Type
4/A

Rhea-AI Filing Summary

Triumph Financial, Inc. executive Adam D. Nelson, EVP and General Counsel, reported compensation-related equity activity on May 1, 2026. He received 3,432 employee stock options with an exercise price of $67.55 per share, expiring May 1, 2036, plus common stock awards of 1,850 and 2,017 shares. The amendment corrects an earlier report to reflect the 2,017‑share grant. In connection with restricted stock and performance awards vesting, 1,194 shares of common stock were forfeited to cover tax withholding obligations at $67.55 per share. Reported holdings include 23,044 shares beneficially owned, 4,461 restricted shares or RSUs subject to vesting, and several outstanding option grants over additional common shares at exercise prices between $31.00 and $88.63.

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Insider Nelson Adam D
Role EVP and General Counsel
Type Security Shares Price Value
Grant/Award Employee Stock Options 3,432 $0.00 $0.00
Grant/Award Common Stock 1,850 $0.00 $0.00
Grant/Award Common Stock 2,017 $0.00 $0.00
Exercise Price or Tax Liability Common Stock 1,194 $67.55 $81K
holding Employee Stock Options -- -- --
holding Employee Stock Options -- -- --
holding Employee Stock Options -- -- --
holding Employee Stock Options -- -- --
holding Employee Stock Options -- -- --
holding Employee Stock Options -- -- --
holding Employee Stock Options -- -- --
Holdings After Transaction: Employee Stock Options — 22,853 contracts for 19,421 underlying shares (Direct); Common Stock — 27,505 shares (Direct)
Footnotes (7)
  1. F1. Each share is represented by a Restricted Stock Unit ("RSU"). The RSUs will vest on the ratably on each of the first four anniversaries of the grant date.
  2. F2. Represents the number of shares earned upon satisfaction of performance goals in connection with performance-based restricted stock units.
  3. F3. This Form 4/A amends the Form 4 filed on May 5, 2026 to correct the number of shares reported in Box 4 from 2,710 shares to 2,017 shares.
  4. F4. Represents the number of shares forfeited to cover tax withholding obligations in connection with the vesting of restricted stock units and performance awards.
  5. F5. Consists of (i) 23,044 shares beneficially owned by reporting person, and (ii) 4,461 shares of restricted stock or restricted stock units of the reporting person subject to future vesting requirements.
  6. F6. Represents non-qualified stock options of Issuer granted to reporting person under Issuer's 2014 Omnibus Incentive Plan.
  7. F7. Exercise of the employee stock option is subject to vesting over four years from the date of grant, with one fourth of such options becoming exercisable on each of the first four anniversaries of the date of grant.
Employee stock options granted 3,432 options at $67.55 per share Grant to Adam D. Nelson on May 1, 2026; options expire May 1, 2036
Common stock award 1,850 shares Common stock acquired at $0.00 per share on May 1, 2026
Corrected common stock award 2,017 shares Amended from 2,710 shares in a prior report for Box 4
Shares forfeited for tax withholding 1,194 shares at $67.55 per share Common stock withheld to cover tax obligations on vesting awards
Beneficially owned common shares 23,044 shares Non-derivative Triumph Financial shares held by Adam D. Nelson
Restricted stock and RSUs 4,461 shares Restricted stock or RSUs subject to future vesting requirements
Largest outstanding option grant 4,409 underlying shares at $54.38 Employee stock options expiring May 1, 2035, held directly
Restricted Stock Unit financial
"Each share is represented by a Restricted Stock Unit ("RSU")."
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
performance-based restricted stock units financial
"Shares earned upon satisfaction of performance goals in connection with performance-based restricted stock units."
Performance-based restricted stock units are a type of employee equity award that converts into company shares only if predefined financial or operational targets are met over a set period. Think of it like a bonus check that becomes stock only when specific goals are hit; it ties pay to results, aligning managers’ incentives with shareholders. Investors care because these awards affect future share count, executive incentives, and signal how management’s success will be measured and rewarded.
non-qualified stock options financial
"Represents non-qualified stock options of Issuer granted to reporting person."
Non-qualified stock options are a type of employee benefit that gives individuals the right to buy company shares at a set price, usually lower than the market value, within a certain period. Unlike other options that may have special tax advantages, these options are taxed as income when exercised, which can affect how much money the employee or investor ultimately gains. They are important because they can influence company compensation strategies and impact the financial outcomes for employees and investors.
Omnibus Incentive Plan financial
"Granted to reporting person under Issuer's 2014 Omnibus Incentive Plan."
An omnibus incentive plan is a single, flexible program a company uses to give employees and executives different types of pay tied to performance — for example stock options, restricted shares, cash bonuses and other awards — all governed by one set of rules. It matters to investors because it determines how many new shares may be created, how leaders are motivated and how much the company will spend on compensation over time; think of it as a master toolbox that affects both costs and the total share supply.
tax withholding obligations financial
"Shares forfeited to cover tax withholding obligations in connection with vesting."

FAQ

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

What equity awards did Triumph Financial (TFIN) EVP Adam D. Nelson report?

Adam D. Nelson reported 3,432 employee stock options at an exercise price of $67.55 per share and common stock awards of 1,850 and 2,017 shares, all granted on May 1, 2026 as part of his compensation.

What correction does this Form 4/A for Triumph Financial (TFIN) make?

The amendment corrects a prior report to show a grant of 2,017 shares, instead of 2,710 shares, in Box 4. This change aligns the disclosed common stock award with the number of shares actually earned and credited.

How many Triumph Financial (TFIN) shares were withheld for taxes?

A total of 1,194 shares of Triumph Financial common stock were forfeited to cover tax withholding obligations in connection with the vesting of restricted stock units and performance awards, at a reported value of $67.55 per share.

What are Adam D. Nelson’s current Triumph Financial (TFIN) share and RSU holdings?

Reported holdings consist of 23,044 shares of Triumph Financial common stock beneficially owned and 4,461 shares of restricted stock or restricted stock units subject to future vesting requirements, in addition to multiple outstanding stock option awards.

What stock option holdings for Triumph Financial (TFIN) does Nelson report?

Nelson reports a new grant of 3,432 employee stock options at $67.55, expiring May 1, 2036, and several prior option awards, including one over 4,409 underlying shares at an exercise price of $54.38, expiring May 1, 2035.

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

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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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*
Nelson Adam D

(Last)(First)(Middle)
12700 PARK CENTRAL DRIVE
SUITE 1700

(Street)
DALLAS TEXAS 75251

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Triumph Financial, Inc. [ TFIN ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
EVP and General Counsel
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/01/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)
05/05/2026
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)
CodeVAmount(A) or (D)Price
Common Stock05/01/2026A1,850(1)A$026,682D
Common Stock05/01/2026A2,017(2)(3)A$028,699D
Common Stock05/01/2026F1,194(4)D$67.5527,505(5)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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Employee Stock Options(6)$67.5505/01/2026A3,432 (7)05/01/2036Common Stock3,432$03,432D
Employee Stock Options(6)$54.38 (7)05/01/2035Common Stock4,4094,409D
Employee Stock Options(7)$72 (6)05/01/2034Common Stock2,0102,010D
Employee Stock Options(6)$51.25 (7)05/01/2033Common Stock2,9762,976D
Employee Stock Options(6)$69.44 (7)05/01/2032Common Stock2,1872,187D
Employee Stock Options(6)$88.63 (7)05/01/2031Common Stock1,8021,802D
Employee Stock Options(6)$31 (7)05/01/2029Common Stock2,5292,529D
Employee Stock Options(6)$38.75 (7)05/01/2028Common Stock3,5083,508D
Explanation of Responses:
1. Each share is represented by a Restricted Stock Unit ("RSU"). The RSUs will vest on the ratably on each of the first four anniversaries of the grant date.
2. Represents the number of shares earned upon satisfaction of performance goals in connection with performance-based restricted stock units.
3. This Form 4/A amends the Form 4 filed on May 5, 2026 to correct the number of shares reported in Box 4 from 2,710 shares to 2,017 shares.
4. Represents the number of shares forfeited to cover tax withholding obligations in connection with the vesting of restricted stock units and performance awards.
5. Consists of (i) 23,044 shares beneficially owned by reporting person, and (ii) 4,461 shares of restricted stock or restricted stock units of the reporting person subject to future vesting requirements.
6. Represents non-qualified stock options of Issuer granted to reporting person under Issuer's 2014 Omnibus Incentive Plan.
7. Exercise of the employee stock option is subject to vesting over four years from the date of grant, with one fourth of such options becoming exercisable on each of the first four anniversaries of the date of grant.
Remarks:
Adam D. Nelson05/05/2026
** Signature of Reporting PersonDate
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)

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