Emily Nachlas (WAL) files Form 4 for RSU cash settlements and stock disposals

Rhea-AI Filing Summary

Emily Nachlas, Chief Risk Officer of Western Alliance Bancorporation (WAL), reported multiple Section 16 transactions on 09/15/2025. The filing shows cash-settled restricted stock units vesting and being reported as acquisitions and corresponding disposals of common stock. Specific entries list acquisitions via vesting under codes M 72 and M 53 and two disposals at a price of $89.05 per share. Following the transactions, Ms. Nachlas beneficially owned 14,671 shares of common stock and held cash-settled RSU economic equivalents of 1,221 and 1,532 units under two vesting schedules. The RSUs vest monthly through February 2027 and February 2028 respectively, and each unit equals one share economically.

Positive

• Timely and complete Section 16 disclosure of vesting and sale transactions
• Clear disclosure of RSU vesting schedules with monthly vesting through Feb 2027 and Feb 2028

Negative

• Insider sold shares at $89.05, which reduced direct stock holdings from reported prior levels to 14,671 shares

Insights

Securities Compliance Analyst

TL;DR: Transactions are routine Section 16 reporting of vesting RSUs and small sales, showing no novel compliance issues.

The Form 4 documents standard vesting and cash-settlement mechanics for two RSU grants and matching open-market disposals executed at $89.05. The schedule details monthly vesting through Feb 2027 and Feb 2028 and confirms direct ownership of 14,671 shares post-transactions. From a compliance perspective, the filing indicates timely reporting and appropriate use of transaction codes M and D for vesting and sale activity.

Corporate Compensation Specialist

TL;DR: Compensation-related vesting and cash settlement are typical; vesting cadence and cash settlement method are clearly disclosed.

The explanation clarifies that both RSU grants pay out in cash monthly and are economically equivalent to one share each, rather than delivering stock. The two overlapping vesting schedules (starting March 2024 and March 2025) and the reported unit counts (1,221 and 1,532) are material to understanding the officer's near-term compensation realization but do not indicate irregularity in plan design.

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
Estimated average burden
hours per response:			0.5

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)
09/15/2025

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	09/15/2025		M		72(1)	A	$0(2)	14,743	D
Common Stock	09/15/2025		D		72	D	$89.05	14,671	D
Common Stock	09/15/2025		M		53(3)	A	$0(2)	14,724	D
Common Stock	09/15/2025		D		53	D	$89.05	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)	09/15/2025		M			72	(1)	(1)	Common Stock	72	(2)	1,221	D
Cash Settled Restricted Stock Units	(2)	09/15/2025		M			53	(3)	(3)	Common Stock	53	(2)	1,532	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)	09/17/2025
	** 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 transactions did Emily Nachlas report on Form 4 for WAL?

She reported vesting of cash-settled restricted stock units (codes M 72 and M 53) and disposals of common stock at $89.05 per share on 09/15/2025.

How many shares does Emily Nachlas beneficially own after the reported transactions?

14,671 shares of Western Alliance Bancorporation common stock are reported as beneficially owned following the transactions.

What are the amounts and settlement terms of the RSUs reported?

Two cash-settled RSU grants are reported: 1,221 units under the M 72 schedule and 1,532 units under the M 53 schedule; each unit is the economic equivalent of one share and payable in cash.

When do the RSU vesting schedules conclude?

One grant vests monthly through February 2027 (beginning March 2024) and the other vests monthly through February 2028 (beginning March 2025).

Who signed the Form 4 filing for the reporting person?

The filing was signed by Jessica Jarvi as Attorney-in-fact on behalf of Emily Nachlas on 09/17/2025.