Western Alliance CRO reports share sale and RSU activity

Rhea-AI Filing Summary

Western Alliance Bancorporation (WAL) reported an insider transaction by its Chief Risk Officer. On 10/15/2025, the officer executed two conversions (code M) tied to cash‑settled restricted stock units for 72 and 53 underlying shares at a stated price of $0, then sold 72 and 53 shares at $78.84. Following these transactions, direct beneficial ownership stood at 14,671 shares.

The derivative holdings reflect cash‑settled RSUs that are the economic equivalent of one share each, vesting monthly: one grant vests 1/36 each month from March 2024 to February 2027, and another from March 2025 to February 2028. Post‑transaction, the officer reported 1,149 units from the earlier grant and 1,479 units from the later grant.

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^*

Nachlas Emily

(Last) (First) (Middle)

C/O WESTERN ALLIANCE BANCORPORATION

ONE E. WASHINGTON STREET, STE 1400

(Street)

PHOENIX AZ 85004

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
WESTERN ALLIANCE BANCORPORATION [ WAL ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Risk Officer

3. Date of Earliest Transaction (Month/Day/Year)
10/15/2025

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	10/15/2025		M		72(1)	A	$0(2)	14,743	D
Common Stock	10/15/2025		D		72	D	$78.84	14,671	D
Common Stock	10/15/2025		M		53(3)	A	$0(2)	14,724	D
Common Stock	10/15/2025		D		53	D	$78.84	14,671	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Cash Settled Restricted Stock Units	(2)	10/15/2025		M			72	(1)	(1)	Common Stock	72	(2)	1,149	D
Cash Settled Restricted Stock Units	(2)	10/15/2025		M			53	(3)	(3)	Common Stock	53	(2)	1,479	D

Explanation of Responses:

1. These units vest and are payable solely in cash as follows: 1/36th on the 15th day of each month during the 36-month period beginning March 2024 and ending February 2027.

2. Each unit is the economic equivalent of one share of Western Alliance Bancorporation common stock.

3. These units vest and are payable solely in cash as follows: 1/36th on the 15th day of each month during the 36-month period beginning March 2025 and ending February 2028.

Remarks:

	/s/Jessica Jarvi (Attorney-in-fact)	10/17/2025
	** 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 did WAL’s Chief Risk Officer report on Form 4?

On 10/15/2025, two conversions (code M) related to cash‑settled RSUs for 72 and 53 underlying shares occurred, followed by sales of 72 and 53 shares at $78.84.

How many WAL shares does the reporting person own after the transactions?

Direct beneficial ownership is 14,671 shares after the reported transactions.

What prices were involved in the WAL transactions?

Acquisitions tied to conversions were reported at $0; subsequent sales were at $78.84 per share.

What are the vesting schedules for the RSUs in the WAL filing?

One grant vests 1/36 monthly from March 2024–February 2027; another vests 1/36 monthly from March 2025–February 2028.

How many cash‑settled RSUs remain after the WAL transactions?

The officer reported 1,149 units from the earlier grant and 1,479 units from the later grant remaining.

What is the economic nature of the reported RSUs?

Each unit is the economic equivalent of one share of Western Alliance Bancorporation common stock and is payable solely in cash.