Western Alliance (WAL) Form 4: Jarvi Reports Sales, Cash-Settled RSU Vesting

Rhea-AI Filing Summary

Jessica H. Jarvi, Chief Legal Officer & Secretary of Western Alliance Bancorporation (WAL), reported multiple transactions on 09/15/2025. The filing shows Jarvi acquired cash-settled restricted stock units that vest monthly and are economically equivalent to shares, and she exercised and sold common stock at $89.05 per share. After the reported activity she directly beneficially owns 12,457 shares and indirectly holds 2,074 shares in the WAL 401(k) plan. The restricted stock units vest in monthly installments over 36-month schedules beginning March 2024 and March 2025 and will be payable in cash.

Positive

• Timely Section 16 disclosure of insider transactions including exercises, sales, and RSU vesting schedules
• Detailed vesting schedules provided for cash-settled restricted stock units (1/36th monthly over 36 months)
• Clear post-transaction ownership figures: 12,457 direct shares and 2,074 indirect 401(k) shares

Negative

• Insider sale executed (disposition at $89.05) which reduces direct shareholding
• RSUs are cash-settled, meaning no new equity was issued to increase shareholder equity

Insights

Securities Compliance Analyst

TL;DR: Routine Section 16 reporting showing exercises, sales, and cash-settled RSU vesting schedules.

The Form 4 documents standard insider activity: two separate grants of cash-settled restricted stock units with defined 36-month monthly vesting schedules and contemporaneous exercises and sales of common stock at a stated price of $89.05. The report reconciles the post-transaction direct beneficial ownership at 12,457 shares and lists indirect holdings of 2,074 shares in the company 401(k). From a compliance perspective the filing includes required details such as transaction codes, amounts, and the nature of indirect ownership, supporting timely disclosure under Section 16.

Corporate Governance Specialist

TL;DR: Insider disclosed compensatory cash-settled awards and a sale; disclosure aligns with compensation vesting and Section 16 rules.

The report indicates two cash-settled RSU grant schedules (one beginning March 2024, one March 2025) with monthly 1/36th vesting and clarifies that each unit equals one share economically. The transactions include acquisition and disposition entries and a sale at $89.05. Ownership levels before and after the transactions are explicitly stated, and the 401(k) balance is reported as indirect holdings. The disclosure is informative for governance review and reflects routine executive compensation realization and reporting.

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^*

Jarvi Jessica H

(Last) (First) (Middle)

1 E. WASHINGTON STREET

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)
	CLO & Secretary

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		58(1)	A	$0(2)	12,515	D
Common Stock	09/15/2025		D		58	D	$89.05	12,457	D
Common Stock	09/15/2025		M		46(3)	A	$0(2)	12,503	D
Common Stock	09/15/2025		D		46	D	$89.05	12,457	D
Common Stock								2,074(4)	I	WAL 401(k)

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			58	(1)	(1)	Common Stock	58	(2)	969	D
Cash Settled Restricted Stock Units	(2)	09/15/2025		M			46	(3)	(3)	Common Stock	46	(2)	1,333	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.

4. Reflects shares held in the 401K Plan to include employer match as of 09/04/2025.

Remarks:

	Jessica H. Jarvi	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 Jessica H. Jarvi report on Form 4 for WAL?

The filing reports acquisitions of cash-settled restricted stock units, exercises and sales of common stock on 09/15/2025, including disposals at $89.05 per share.

How many shares does Jarvi beneficially own after these transactions?

The Form 4 shows Jarvi directly beneficially owns 12,457 shares following the reported transactions and indirectly holds 2,074 shares in the WAL 401(k) plan.

What are the vesting terms for the reported restricted stock units?

One grant vests 1/36th monthly from March 2024 to February 2027; the other vests 1/36th monthly from March 2025 to February 2028. Units are payable solely in cash and are economically equivalent to one share each.

At what price were shares sold according to the Form 4?

Dispositions of common stock are reported at a sale price of $89.05 per share.

Does the Form 4 indicate indirect holdings?

Yes, the filing reports 2,074 shares held indirectly through the WAL 401(k) plan.