TFS Financial (TFSL) CEO logs new 40,200 RSU grant, options expire

Rhea-AI Filing Summary

TFS Financial Corporation reported equity award activity for its Chairman, President and CEO. On December 18, 2025, the executive received a grant of 40,200 Restricted Stock Units (RSUs), which vest in three equal annual installments beginning on December 10, 2026. The report also shows that stock options covering 196,700 shares at an exercise price of $19.06 expired on December 17, 2025, leaving no options from that grant outstanding.

The executive beneficially owns common stock both directly and indirectly, including 116,997 shares held directly and additional shares held by a spouse, various family trusts, a 401(k) plan, and an ESOP. Multiple prior RSU and performance share awards remain outstanding, with grants originally dating back to 2008, 2009, 2010, 2024 and 2025, some of which vest over time and others that are distributable only after termination of employment.

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^*

Stefanski Marc A

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chairman, President and CEO

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								116,997	D
Common Stock								28,200	I	By Spouse
Common Stock								37,150	I	Trustee for daughter's trust
Common Stock								20,389	I	Trust Beneficiary
Common Stock								54,738	I	Trustee for sibling trust
Common Stock								111,520	I	By 401(k)(1)
Common Stock								10,916	I	BY 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		40,200		(3)	(3)	Common Stock	40,200	$0	40,200	D
Restricted Stock Units	(2)							(4)	(4)	Common Stock	13,567		13,567	D
Restricted Stock Units	(2)							(5)	(5)	Common Stock	26,934		26,934	D
Performance Restricted Share Units	(2)							(6)	(6)	Common Stock	20,400		20,400	D
Restricted Stock Units	(2)							(7)	(7)	Common Stock	33,400		33,400	D
Restricted Stock Units	(2)							(8)	(8)	Common Stock	35,700		35,700	D
Restricted Stock Units	(2)							(9)	(9)	Common Stock	693,048		693,048	D
Employee Stock Option (right to buy)	$19.06							12/17/2025	12/17/2025	Common Stock	196,700		0(10)	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 40,200 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 40,700 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 40,400 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 20,400 Performance Share Units ("PSUs"), resulting in a total earned award of 20.400 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. As reported on a Form 4 dated May 14, 2009, the reporting person received a grant of 33,400 restricted stock units that vest in four equal annual installments beginning on May 12, 2010. Vested shares may be distributed to the reporting person only after the person's termination of employment with TFS Financial Corporation.

8. As reported on a Form 4 dated May 18, 2010, the Reporting Person received a grant of 35,700 restricted stock units that vest in four equal installments beginning on May 14, 2011. Vested shares may be distributed to the Reporting Person only after that person's termination of employment with TFS Financial Corporation.

9. As reported on a Form 4 dated August 13, 2008, the Reporting Person received a grant of 701,800 Restricted Stock Units ("RSUs") on August 11, 2008. These RSUs vest 10% on each of the third through the ninth anniversaries of the date of the grant and 30% on the tenth anniversary of the date of the grant. Vested shares may be distributed to the Reporting Person only after the person's termination of employment from TFS Financial Corporation. 3,387 shares were delivered to the issuer on August 13, 2012; and 5,365 shares were delivered to the issuer on August 11, 2015; to pay for the applicable withholding tax due upon vesting.

10. These options expired December 17, 2025.

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.
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FAQ

What insider equity awards did TFS Financial (TFSL) report for its CEO on December 18, 2025?

The CEO of TFS Financial Corporation (TFSL) received a grant of 40,200 Restricted Stock Units (RSUs) on December 18, 2025. These RSUs vest in three equal annual installments beginning on December 10, 2026.

What happened to the TFS Financial (TFSL) stock options reported in this Form 4?

The executive held an employee stock option with an exercise price of $19.06 covering 196,700 shares of TFS Financial Corporation common stock. These options expired on December 17, 2025, and the number of derivative securities beneficially owned from this grant is now reported as 0.

How many TFS Financial (TFSL) shares does the CEO own directly and indirectly?

The report shows 116,997 shares of TFS Financial Corporation common stock held directly. Indirect holdings include 28,200 shares held by a spouse, 37,150 shares as trustee for a daughter's trust, 20,389 shares as a trust beneficiary, 54,738 shares as trustee for a sibling trust, 111,520 shares through a 401(k), and 10,916 shares through an ESOP.

What performance share units were reported for TFS Financial (TFSL) on this Form 4?

On November 25, 2025, the executive achieved a 100% performance level on a target award of 20,400 Performance Share Units (PSUs) from a March 4, 2024 grant tied to performance over the two fiscal years ended September 30, 2025. The earned 20,400 shares and related dividend equivalents will vest and be distributed on December 10, 2026.

What other RSU grants to the TFS Financial (TFSL) CEO remain outstanding?

Outstanding RSU-related positions include 40,700 RSUs from a March 4, 2024 grant, 40,400 RSUs from a December 19, 2024 grant, 33,400 RSUs granted on May 12, 2010, 35,700 RSUs granted on May 18, 2010, and 693,048 RSUs from an August 11, 2008 award. Many of these vest over multi-year schedules and may be distributed only after termination of employment.

Do TFS Financial (TFSL) RSUs and PSUs include dividend equivalent rights?

Yes. Each restricted and performance stock unit represents a contingent right to receive one share of TFS Financial Corporation common stock and is entitled to dividend equivalent rights in the form of a cash payment equal to any cash dividend paid per share of common stock during the award period.