TFS Financial (TFSL) CAO exercises options, delivers 10,248 shares for tax

Rhea-AI Filing Summary

TFS Financial Corporation’s Chief Accounting Officer, Susanne N. Miller, exercised employee stock options for 11,000 shares of common stock at $14.74 per share. According to the filing, these common shares were acquired upon the exercise and settlement of certain stock options.

Of the acquired shares, 10,248 shares of common stock at $16.33 per share were delivered back to the issuer to cover the option exercise price and related withholding taxes, a tax-withholding disposition rather than an open-market sale. After these transactions, she holds 20,109 common shares directly, plus indirect holdings in a 401(k) and an ESOP.

The filing also shows remaining equity awards: 18,000 employee stock options with a $12.94 exercise price expiring on March 4, 2034, and 6,000 restricted stock units that each represent a right to receive one share of common stock and carry dividend equivalent rights.

Insights

Equity compensation analyst

Routine option exercise with tax withholding; position remains sizeable.

Susanne N. Miller, Chief Accounting Officer of TFS Financial, exercised 11,000 stock options at $14.74 per share, converting a derivative award into common stock. The footnotes state these common shares were acquired upon the exercise and settlement of stock options.

To cover the option exercise price and applicable withholding taxes, 10,248 common shares at $16.33 per share were delivered to the issuer as a tax-withholding disposition. This is an internal settlement mechanism rather than an open-market sale, so it carries limited signaling value about her view of the stock.

After the transactions, Miller directly holds 20,109 common shares and still has unexercised equity: 18,000 options at an exercise price of $12.94 expiring on March 4, 2034, plus 6,000 restricted stock units with dividend equivalent rights. These remaining awards indicate continued exposure to future share performance, while the reported exercise-and-withhold pattern appears consistent with routine compensation and tax management.

Insider Trade Summary

11,000 shares exercised/converted

Mixed 7 txns

Insider Miller Susanne N.

Role Chief Accounting Officer

Type	Security	Shares	Price	Value
Exercise	Employee Stock Option (right to buy)	11,000	$14.74	$162K
Exercise	Common Stock	11,000	$14.74	$162K
Tax Withholding	Common Stock	10,248	$16.33	$167K
holding	Restricted Stock Units	--	--	--
holding	Employee Stock Option (right to buy)	--	--	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Employee Stock Option (right to buy) — 0 shares (Direct, null); Common Stock — 30,357 shares (Direct, null); Restricted Stock Units — 6,000 shares (Direct, null); Common Stock — 18,324 shares (Indirect, ESOP)

Footnotes (1)

1. These common shares were acquired upon the exercise and settlement of certain stock options. These common shares were delivered to the issuer to pay for the options exercise price and applicable withholding tax due upon the exercise of certain stock options. Reflects transactions not required to be reported under Section 16 of the Securities Exchange Act, as amended. On January 5, 2018, the reporting person received a grant of 11,000 stock options. These options fully vest on December 10, 2020. Each restricted stock unit represents a contingent right to receive one share of TFS Financial Corporation common stock. Restricted 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. On March 4, 2024, the reporting person received a grant of 6,000 Restricted Stock Units (RSUs). These RSUs fully vest on December 10, 2026. On March 4, 2024, the reporting person received a grant of 18,000 stock options. These options fully vest on December 10, 2026.

Key Figures

Options exercised: 11,000 shares Exercise price: $14.74/share Shares delivered for tax: 10,248 shares +5 more

8 metrics

Options exercised 11,000 shares Employee stock options exercised at $14.74 per share

Exercise price $14.74/share Exercise price for 11,000 stock options

Shares delivered for tax 10,248 shares Common shares delivered to issuer at $16.33 for taxes and exercise price

Tax disposition price $16.33/share Value of shares used for tax-withholding disposition

Direct common shares after 20,109 shares Direct TFS Financial common stock holding following transactions

Remaining options 18,000 options at $12.94 Employee stock options expiring March 4, 2034

Restricted stock units 6,000 RSUs RSUs with dividend equivalent rights, granted March 4, 2024

Indirect ESOP holding 18,324 shares Common stock held indirectly through ESOP

Key Terms

Employee Stock Option (right to buy), Restricted Stock Units, tax-withholding disposition, dividend equivalent rights, +1 more

5 terms

Employee Stock Option (right to buy) financial

"Employee Stock Option (right to buy)"

Restricted Stock Units financial

"Restricted Stock Units, each representing a right to receive common stock"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

tax-withholding disposition financial

"transaction_action: tax-withholding disposition for code F common stock"

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

dividend equivalent rights financial

"Restricted stock units are entitled to dividend equivalent rights in the form of a cash payment"

Dividend equivalent rights are promises that mirror the cash payments shareholders get from a company’s profits, but they are paid to holders of certain awards (like stock options or restricted stock units) rather than to actual shares. Think of them as a paycheck top‑up that matches dividends while the award is not yet a real stock, and they matter to investors because they add to employee compensation costs and potential share dilution, affecting company profitability and per‑share value.

Section 16 of the Securities Exchange Act regulatory

"Reflects transactions not required to be reported under Section 16 of the Securities Exchange Act"

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Form 4 Insider Transactions: What Each Field Means →

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^*

Miller Susanne N.

(Last) (First) (Middle)

7007 BROADWAY AVENUE

(Street)

CLEVELAND OHIO 44105

(City) (State) (Zip)

UNITED STATES

(Country)

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 Accounting Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/05/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	06/05/2026		M		11,000(1)	A	$14.74	30,357	D
Common Stock	06/05/2026		F		10,248(2)	D	$16.33	20,109	D
Common Stock								18,324	I	ESOP(3)
Common Stock								10,762	I	401k(3)

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
Employee Stock Option (right to buy)	$14.74	06/05/2026		M			11,000	(4)	01/15/2028	Common Stock	11,000	$14.74	0	D
Restricted Stock Units	(5)							(6)	(6)	Common Stock	6,000		6,000	D
Employee Stock Option (right to buy)	$12.94							(7)	03/04/2034	Common Stock	18,000		18,000	D

Explanation of Responses:

1. These common shares were acquired upon the exercise and settlement of certain stock options.

2. These common shares were delivered to the issuer to pay for the options exercise price and applicable withholding tax due upon the exercise of certain stock options.

3. Reflects transactions not required to be reported under Section 16 of the Securities Exchange Act, as amended.

4. On January 5, 2018, the reporting person received a grant of 11,000 stock options. These options fully vest on December 10, 2020.

5. Each restricted stock unit represents a contingent right to receive one share of TFS Financial Corporation common stock. Restricted 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.

6. On March 4, 2024, the reporting person received a grant of 6,000 Restricted Stock Units (RSUs). These RSUs fully vest on December 10, 2026.

7. On March 4, 2024, the reporting person received a grant of 18,000 stock options. These options fully vest on December 10, 2026.

Remarks:

	/s/ Susanne N. Miller	06/08/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What did TFS Financial (TFSL) insider Susanne N. Miller do in this Form 4?

Susanne N. Miller exercised 11,000 employee stock options for TFS Financial common stock at $14.74 per share. She then delivered 10,248 shares back to the issuer to cover the option exercise price and withholding taxes, a routine internal tax-withholding disposition rather than an open-market sale.

How many TFS Financial shares does Susanne N. Miller hold after these transactions?

After the reported transactions, Susanne N. Miller directly holds 20,109 shares of TFS Financial common stock. She also has indirect holdings of 10,762 shares through a 401(k) plan and 18,324 shares through an ESOP, reflecting both direct and retirement-plan-based ownership exposure.

What stock options did Susanne N. Miller exercise in the TFS Financial Form 4?

She exercised 11,000 employee stock options for TFS Financial common stock at an exercise price of $14.74 per share. A corresponding derivative entry shows those options reduced to zero, indicating full exercise of that grant as described in the footnotes to the filing.

Why were 10,248 TFS Financial shares classified as a tax-withholding disposition (code F)?

The filing states 10,248 common shares were delivered to the issuer to pay the option exercise price and applicable withholding taxes. Code F indicates an internal tax-withholding disposition, meaning these shares settled obligations rather than being sold in the open market for discretionary liquidity.

What equity awards does Susanne N. Miller still hold in TFS Financial after this Form 4?

She retains 18,000 employee stock options with a $12.94 exercise price expiring March 4, 2034, and 6,000 restricted stock units. Each RSU represents a right to one TFS Financial share and carries dividend equivalent rights matching any cash dividends paid on common stock.

Do the restricted stock units in this TFS Financial filing pay dividends?

Yes. Each restricted stock unit represents a contingent right to one TFS Financial common share and is entitled to dividend equivalent rights. That means holders receive cash payments equal to any cash dividend paid per share of common stock during the RSU vesting period.