Western Alliance (WAL) Chief Risk Officer Discloses RSU Vesting and Sales

Rhea-AI Filing Summary

Emily Nachlas, Chief Risk Officer at Western Alliance Bancorporation (WAL), reported insider transactions dated 08/15/2025. The Form 4 shows a sequence of non-derivative and derivative entries: certain units were reported as acquired via vesting (code M) and then disposed (code D) at $82.55 per share. Following the reported trades, Ms. Nachlas beneficially owns 14,671 shares of common stock. The filing also reports cash-settled restricted stock units (RSUs) with post-transaction holdings of 1,293 and 1,585 units respectively.

The form includes explanations that the M-coded units vest and are payable solely in cash on a monthly schedule: one tranche vests 1/36th monthly from March 2024 through February 2027 and another vests 1/36th monthly from March 2025 through February 2028. The filing is signed by an attorney-in-fact on 08/18/2025.

Positive

• Clear disclosure of cash-settled RSU vesting schedules (1/36th monthly over specified 36-month periods)
• Post-transaction beneficial ownership quantified: 14,671 common shares and RSU balances of 1,293 and 1,585 units

Negative

• None.

Insights

Securities Analyst

Routine insider vesting and sales; holdings remain meaningful but transaction sizes are modest.

The filing documents monthly-vesting cash-settled RSUs and contemporaneous disposals of underlying common-stock equivalents at $82.55 per share. Post-transaction beneficial ownership of common stock stands at 14,671 shares and aggregate cash-settled RSU tallies of 1,293 and 1,585 units. These disclosures are standard for executive compensation realization and liquidity events and do not, by themselves, indicate a material change to control or strategy.

Corporate Governance Expert

Disclosure aligns with Section 16 reporting norms; vesting schedule and cash settlement are clearly stated.

The Form 4 provides the required transparency on both the timing and economic nature of the awards: two separate 36-month monthly vesting schedules are identified and explicitly noted as cash-settled, which clarifies there is no issuance of new shares upon vesting. The contemporaneous dispositions at a reported price are disclosed, and the form is duly signed by an attorney-in-fact, meeting signature requirements.

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^*

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)
08/15/2025

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	08/15/2025		M		72(1)	A	$0(2)	14,743	D
Common Stock	08/15/2025		D		72	D	$82.55	14,671	D
Common Stock	08/15/2025		M		53(3)	A	$0(2)	14,724	D
Common Stock	08/15/2025		D		53	D	$82.55	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)	08/15/2025		M			72	(1)	(1)	Common Stock	72	(2)	1,293	D
Cash Settled Restricted Stock Units	(2)	08/15/2025		M			53	(3)	(3)	Common Stock	53	(2)	1,585	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)	08/18/2025
	** 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.
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FAQ

What transactions did Emily Nachlas report on the Form 4 for WAL?

The Form 4 reports acquisitions via vesting (code M) and dispositions (code D) at $82.55 per share dated 08/15/2025.

How many WAL shares does Emily Nachlas beneficially own after these transactions?

Following the reported transactions, the filing shows 14,671 shares of common stock beneficially owned.

What restricted stock units are disclosed in the filing?

The filing lists cash-settled RSUs with post-transaction balances of 1,293 and 1,585 units and states they vest monthly over 36-month schedules.

Are the RSUs paid in stock or cash according to the Form 4?

The Form 4 explicitly states the units vest and are payable solely in cash for both vesting schedules described.

When was the Form 4 signed and by whom?

The filing is signed by Jessica Jarvi (Attorney-in-fact) with a signature date of 08/18/2025.