UMB Financial (UMBF) CEO withholds 1,090 shares to cover tax on RSUs

Rhea-AI Filing Summary

UMB Financial Corp Chairman and CEO J. Mariner Kemper reported a tax-withholding disposition of company stock tied to equity compensation. On February 11, 2026, 1,090 shares of UMB Financial common stock were withheld at $132.16 per share to cover tax obligations upon vesting of restricted stock units and associated dividend equivalents.

After this transaction, Kemper directly beneficially owned 328,710.2177 shares of common stock. He also reported additional indirect holdings through various family custodial accounts, employee stock ownership plan interests, trusts, and related entities, reflecting substantial continued exposure to UMB Financial equity.

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

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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^*

KEMPER J MARINER

(Last) (First) (Middle)

1010 GRAND BLVD.

(Street)

KANSAS CITY MO 64106

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
UMB FINANCIAL CORP [ UMBF ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

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

3. Date of Earliest Transaction (Month/Day/Year)
02/11/2026

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	02/11/2026		F		1,090	D	$132.16	328,710.2177(1)	D
Common Stock								1,000	I	By Daughter - Custodial Brokerage Account
Common Stock								2,352.3	I	By Esop
Common Stock								1,000	I	By Son - Custodial Brokerage Account
Common Stock								0	I	By Trust - RC Kemper For John
Common Stock								21,460	I	By Trust - TUW RC Kemper For John Mariner
Common Stock								12,558	I	By Trust: Mary S Hunt Trust
Common Stock								8,000	I	By Trust: Megan Kemper Trust
Common Stock								288,945	I	Held by Kemper Realty
Common Stock								392,029	I	Held by Pioneer Service Corporation
Common Stock								1,506,200	I	By Trust - RC Kemper Irrevocable Trust

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

Explanation of Responses:

1. Reflects dividends earned upon vesting of the underlying restricted stock unit.

	/s/ Jason Bartel, attorney-in-fact for Mr. Kemper	02/13/2026
	** 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.

FAQ

What insider transaction did UMBF Chairman and CEO J. Mariner Kemper report?

J. Mariner Kemper reported a tax-withholding disposition of 1,090 UMB Financial common shares. The shares were withheld at $132.16 each to satisfy tax obligations related to vested restricted stock units and associated dividend equivalents, rather than being sold in an open-market transaction.

How many UMBF shares does J. Mariner Kemper own directly after this Form 4?

After the reported transaction, J. Mariner Kemper directly beneficially owned 328,710.2177 shares of UMB Financial common stock. This figure reflects his remaining personal holdings following the 1,090-share tax-withholding disposition tied to equity compensation on February 11, 2026.

Was the UMBF insider transaction a market sale or tax withholding?

The transaction was a tax-withholding disposition, not a market sale. Code F on the Form 4 indicates shares were used to pay tax liabilities arising from vesting restricted stock units, rather than being voluntarily sold for investment or portfolio reasons.

What price per share was used for the UMBF tax-withholding disposition?

The tax-withholding disposition used a price of $132.16 per UMB Financial common share. This price was applied to 1,090 shares withheld to satisfy tax obligations associated with vested restricted stock units and related dividend equivalents reported on February 11, 2026.

Does J. Mariner Kemper report indirect ownership of additional UMBF shares?

Yes. In addition to his direct holdings, Kemper reports indirect ownership of UMB Financial shares through family custodial brokerage accounts, an ESOP position, multiple trusts, and related entities such as Kemper Realty and Pioneer Service Corporation, reflecting broader family and entity-level exposure.

What does the Form 4 footnote say about the reported UMBF shares?

The footnote explains that the reported shares reflect dividends earned upon vesting of the underlying restricted stock unit. This clarifies that part of the position change relates to dividend equivalents tied to equity awards, combined with the tax-withholding disposition coded as an F transaction.