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TFS Financial (TFSL) COO reports new RSU and PSU equity awards

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

TFS Financial Corp reported an insider equity transaction by its Chief Operating Officer, who filed individually. As of the reported date, the COO beneficially owned 27,910 shares of common stock directly and 13,414 shares indirectly through an ESOP.

On December 18, 2025, the COO received a grant of 14,300 Restricted Stock Units (RSUs), which vest in three equal annual installments beginning December 10, 2026. The filing also notes prior RSU grants of 6,500 and 8,700 units, additional performance-based awards of 9,800 Performance Share Units tied to a two‑year performance period ended September 30, 2025, and 11,000 stock options granted in 2018. Each RSU and PSU converts into one share of common stock and carries dividend equivalent cash rights while outstanding.

Positive

  • None.

Negative

  • None.
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*
Rubino Andrew J

(Last) (First) (Middle)
7007 BROADWAY AVENUE

(Street)
CLEVELAND OH 44105

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
TFS Financial CORP [ TFSL ]
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)
12/18/2025
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 27,910 D
Common Stock 13,414 I ESOP(1)
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
Restricted Stock Units (2) 12/18/2025 A 14,300 (3) (3) Common Stock 14,300 $0 14,300 D
Restricted Stock Units (2) (4) (4) Common Stock 2,167 2,167 D
Restricted Stock Units (2) (5) (5) Common Stock 5,800 5,800 D
Performance Restricted Share Units (2) (6) (6) Common Stock 9,800 9,800 D
Employee Stock Option (right to buy) $14.74 (7) 01/05/2028 Common Stock 11,000 11,000 D
Explanation of Responses:
1. Reflects transactions not required to be reported under Section 16 of the Securities Exchange Act, as amended.
2. Each restricted and performance stock unit represents a contingent right to receive one share of TFS Financial Corporation common stock. Restricted and performance stock units are entitled to dividend equivalent rights in the form of a cash payment in the amount of any cash dividend paid per share of common stock.
3. On December 18, 2025, the reporting person received a grant of 14,300 Restricted Stock Units (RSUs). These RSUs vest in three equal annual installments beginning December 10, 2026.
4. On March 4, 2024, the reporting person received a grant of 6,500 Restricted Stock Units (RSUs). These RSUs vest in three equal annual installments beginning December 10, 2024.
5. On December 19, 2024, the reporting person received a grant of 8,700 Restricted Stock Units (RSUs). These RSUs vest in three equal annual installments beginning December 10, 2025.
6. On November 25, 2025, the reporting person achieved performance level of 100% on a target award of 9,800 Performance Share Units ("PSUs"), resulting in a total earned award of 9,800 shares. This represents the final determination a March 4, 2024 award that was dependent on certain performance results during the two fiscal year period ended September 30, 2025. Each PSU represents a contingent right to receive one share of TFS Financial Corporation common stock and are entitled to dividend equivalent rights in the form of a cash payment in the amount of any cash dividend paid per share of common stock during the period the award was outstanding. The shares and dividend equivalent payment will vest and distribute to the reporting person on December 10, 2026.
7. On January 5, 2018, the reporting person received a grant of 11,000 stock options. These options will fully vest on December 10, 2020
Remarks:
/s/ Susanne N. Miller, Pursuant to Power of Attorney 12/18/2025
** 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.

FAQ

What insider transaction did TFS Financial (TFSL) disclose for its COO?

The company disclosed that its Chief Operating Officer received a grant of 14,300 Restricted Stock Units (RSUs) on December 18, 2025, reported on a Form 4.

How many TFS Financial (TFSL) shares does the COO beneficially own after this filing?

The COO beneficially owns 27,910 shares of common stock directly and 13,414 shares indirectly through an ESOP.

When do the new RSUs granted to the TFS Financial COO vest?

The 14,300 RSUs granted on December 18, 2025 vest in three equal annual installments beginning on December 10, 2026.

What prior equity awards to the TFS Financial (TFSL) COO are mentioned?

The filing mentions earlier grants of 6,500 RSUs on March 4, 2024 and 8,700 RSUs on December 19, 2024, plus 11,000 stock options granted on January 5, 2018.

What performance-based awards did the TFS Financial COO earn?

The COO achieved 100% of a target award of 9,800 Performance Share Units, with the performance period covering the two fiscal years ended September 30, 2025. These will vest and be distributed on December 10, 2026.

Do the RSUs and PSUs at TFS Financial (TFSL) include dividend equivalents?

Yes. Each restricted and performance stock unit includes dividend equivalent rights as cash payments equal to any cash dividend paid per share of common stock while the units are outstanding.

Tfs Finl Corp

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TFSL Stock Data

3.99B
278.99M
0.46%
91.92%
1.4%
Banks - Regional
Savings Institution, Federally Chartered
Link
United States
CLEVELAND