Barbara Kennedy (NYSE: WAL) reports stock grants and tax share disposals

Rhea-AI Filing Summary

Western Alliance Bancorporation Chief Human Resources Officer Barbara Kennedy reported several equity-related transactions dated February 15, 2026. She exercised cash-settled restricted stock units that are each the economic equivalent of one share of common stock, covering 101 units from a 2024–2027 grant and 74 units from a 2025–2028 grant. She also acquired 2,231 shares of common stock through a grant or award and disposed of 622 shares at $93.20 per share to satisfy tax obligations, along with additional dispositions of 101 and 74 shares back to the issuer at the same price. Following these transactions, she directly held 10,332 common shares. Separately, 22,797 common shares were held indirectly through the Barbara and Ted Kennedy TTEE Kennedy Family Trust.

Insights

Equity compensation analyst

Routine equity awards and tax withholding with mixed acquire/dispose activity.

Barbara Kennedy, Chief Human Resources Officer of Western Alliance Bancorporation, reported routine equity compensation activity. This includes exercising cash-settled restricted stock units that mirror common shares economically, plus a grant of 2,231 common shares on February 15, 2026.

To cover tax obligations tied to these awards, 622 common shares were disposed at $93.20 per share through tax withholding, and additional small blocks of 101 and 74 shares were returned to the issuer at the same price. These transactions are typical for executive compensation and do not, by themselves, indicate a change in strategic outlook.

After the reported actions, Kennedy directly held 10,332 common shares, while 22,797 shares were held indirectly via the Barbara and Ted Kennedy TTEE Kennedy Family Trust. The filing illustrates ongoing vesting of cash-settled units, which continue monthly through February 2027 and February 2028 under the disclosed schedules.

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
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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^*

Kennedy Barbara

(Last) (First) (Middle)

ONE E. WASHINGTON ST., SUITE 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 Human Resources Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/15/2026

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	02/15/2026		A		2,231	A	$0	10,954	D
Common Stock	02/15/2026		F		622	D	$93.2	10,332	D
Common Stock	02/15/2026		M		101(1)	A	$0(2)	10,433	D
Common Stock	02/15/2026		D		101	D	$93.2	10,332	D
Common Stock	02/15/2026		M		74(3)	A	$0(2)	10,406	D
Common Stock	02/15/2026		D		74	D	$93.2	10,332	D
Common Stock								22,797	I	Barbara and Ted Kennedy TTEE Kennedy Family 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
Cash Settled Restricted Stock Units	(2)	02/15/2026		M			101	(1)	(1)	Common Stock	101	(2)	1,200	D
Cash Settled Restricted Stock Units	(2)	02/15/2026		M			74	(3)	(3)	Common Stock	74	(2)	1,761	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)	02/18/2026
	** 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.
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FAQ

What insider transactions did Barbara Kennedy report for WAL on February 15, 2026?

Barbara Kennedy reported exercising cash-settled restricted stock units and receiving a grant of 2,231 common shares. She also disposed of 622 shares at $93.20 per share for tax withholding, plus smaller blocks of 101 and 74 shares returned to the issuer at the same price.

How many Western Alliance (WAL) shares does Barbara Kennedy hold after these transactions?

After the reported transactions, Barbara Kennedy directly held 10,332 shares of Western Alliance common stock. In addition, 22,797 common shares were held indirectly through the Barbara and Ted Kennedy TTEE Kennedy Family Trust, reflecting both direct and trust-related positions disclosed in the filing.

What are the terms of Barbara Kennedy’s cash-settled restricted stock units at WAL?

Kennedy’s cash-settled restricted stock units vest and are payable solely in cash. One grant vests 1/36th monthly from March 2024 through February 2027, and another vests 1/36th monthly from March 2025 through February 2028. Each unit is economically equivalent to one common share.

Were Barbara Kennedy’s Western Alliance (WAL) share disposals open-market sales?

The reported disposals were not open-market sales. They consist of 622 shares withheld at $93.20 per share to cover tax obligations and additional dispositions of 101 and 74 shares back to the issuer at the same price, described as issuer-related and tax-withholding transactions.

How are Barbara Kennedy’s indirect holdings in Western Alliance (WAL) structured?

The filing shows 22,797 Western Alliance common shares held indirectly through the Barbara and Ted Kennedy TTEE Kennedy Family Trust. This indicates a trust structure associated with Barbara and Ted Kennedy, separate from her 10,332 directly held common shares reported in her own name.

Do Barbara Kennedy’s cash-settled RSUs at WAL give her actual shares?

The cash-settled restricted stock units do not deliver actual shares; they are payable solely in cash. However, each unit is the economic equivalent of one share of Western Alliance common stock, meaning their value moves in line with the company’s share price for compensation purposes.