Form 4: Axos Financial COO Acquires Shares Post-RSU Vesting

Axos Financial's EVP and COO, Raymond D. Matsumoto, acquired 2,491 shares of common stock following the vesting of Restricted Stock Units, with 891 shares withheld for tax purposes.

Summary

• Raymond D. Matsumoto, EVP, Chief Operating Officer of Axos Financial, Inc. (AX), acquired 2,491 shares of common stock on September 23, 2025.
• The acquisition resulted from the vesting of Restricted Stock Units (RSUs) granted under the Axos Financial, Inc. 2014 Amended and Restated 2014 Stock Incentive Plan.
• 891 shares of common stock were simultaneously disposed of by Axos Financial, Inc. for tax withholding purposes, in connection with the net-settlement of the vested RSUs.
• The transaction price for both the acquisition and disposition was $88.46 per share.
• Following these transactions, Mr. Matsumoto directly beneficially owns 38,909 shares of common stock and indirectly owns 2,078 shares through a 401(k) Plan.
• Mr. Matsumoto also beneficially owns 19,975 derivative securities in the form of Restricted Stock Units.

Sentiment

Score: 7

Explanation: The sentiment is moderately positive. This is a routine insider transaction involving the vesting of RSUs and subsequent acquisition of shares by a key executive. It indicates continued alignment of executive interests with shareholders, which is generally viewed favorably, despite the standard tax withholding.

Positives

• The vesting and acquisition of shares by a key executive, Raymond D. Matsumoto, demonstrates continued alignment of management's interests with those of shareholders.
• The RSU grant and vesting schedule incentivize long-term performance and retention of executive talent.

Negatives

• 891 shares were withheld for tax purposes, which is a standard procedure for RSU vesting but represents a reduction in the net shares received by the executive.

Future Outlook

The filing does not contain specific forward-looking statements or guidance, as it is a report of a past insider transaction.

Industry Context

This is a routine insider transaction filing (Form 4) for an executive at a financial services company. Such filings are common across all industries and primarily reflect executive compensation structures rather than broader industry trends.

Comparison to Industry Standards

• NA

Stakeholder Impact

• Shareholders: The transaction reinforces the alignment of executive interests with shareholder value through equity ownership.

Next Steps

• Future vesting of the remaining 19,975 Restricted Stock Units, which vest as to one-third of the shares on each anniversary of the grant date.

Key Dates

Recommendation

This Form 4 reports a routine insider transaction involving the vesting of Restricted Stock Units and subsequent acquisition of common stock by a key executive. While it demonstrates continued alignment of management's interests with shareholders, it does not provide new fundamental information or unexpected events that would warrant a change in investment recommendation for Axos Financial, Inc. The transaction is a standard part of executive compensation.

Keywords

Axos Financial, AX, Insider Transaction, RSU Vesting, Stock Acquisition, Executive Compensation, Form 4, Raymond Matsumoto