Form 4: Axos Financial EVP Reports Routine Stock Transactions

Axos Financial's EVP, Chief Credit Officer, Thomas M. Constantine, reported the vesting of Restricted Stock Units and related stock transactions.

Summary

• Thomas M. Constantine, EVP, Chief Credit Officer of Axos Financial, Inc., reported transactions on September 23, 2025.
• Acquired 2,039 shares of common stock at a price of $88.46 per share, resulting from the vesting of Restricted Stock Units (RSUs).
• Disposed of 1,098 shares of common stock at $88.46 per share for tax withholding purposes in connection with the net-settlement of the vested RSUs.
• Following these transactions, direct beneficial ownership of common stock is 19,337 shares.
• Indirect beneficial ownership of common stock through a 401(k) Plan remains at 2,776 shares.
• 15,382 Restricted Stock Units remain beneficially owned by the reporting person.

Sentiment

Score: 7

Explanation: The filing reports a routine executive compensation event (RSU vesting and associated tax withholding), which is generally neutral but indicates continued alignment of management interests with shareholders through equity awards.

Positives

• Vesting of 2,039 Restricted Stock Units (RSUs) for EVP, Chief Credit Officer Thomas M. Constantine, demonstrating continued executive compensation and retention through equity awards.

Negatives

• Disposition of 1,098 shares of common stock for tax withholding purposes, which is a standard and expected practice upon RSU vesting and settlement.

Future Outlook

This filing does not contain forward-looking statements or guidance regarding the company's future performance or strategic outlook.

Management Comments

• Shares of Common Stock were issued on September 23, 2025, following the vesting of Restricted Stock Units ('RSUs') which vest as to one-third of the shares on each anniversary of the date of grant.
• Shares of Common Stock were retained by Axos Financial, Inc. for tax withholding purposes in connection with the net-settlement on the issuance of shares of Common Stock in respect to the vested RSUs.

Industry Context

This Form 4 filing is specific to an insider's equity transactions and does not provide information directly related to broader industry trends or competitive landscape.

Stakeholder Impact

• Shareholders: The transactions indicate ongoing executive compensation practices and continued alignment of management's interests with shareholder value through equity ownership.
• Employees: Reflects standard executive compensation and equity incentive programs within the company.

Next Steps

• Remaining Restricted Stock Units will continue to vest as to one-third of the shares on each anniversary date of their grant.

Key Dates

Recommendation

This Form 4 reports routine insider transactions related to executive compensation (RSU vesting and tax withholding). It does not provide new fundamental information about the company's performance, strategic direction, or financial health that would warrant a change in investment recommendation. It primarily confirms ongoing executive equity participation, which is a neutral event for investment decisions.

Keywords

Axos Financial, AX, Form 4, Insider Transaction, Restricted Stock Units, RSU, Executive Compensation, Stock Vesting, Thomas M. Constantine