Form 4: BOKF Executive Reports Stock Transactions Post-Vesting

Mark B. Wade, EVP at BOK Financial Corp, reported transactions involving common stock and phantom stock units following vesting.

Summary

• Mark B. Wade, EVP, Texas Market Executive at BOK Financial Corp (BOKF), reported changes in beneficial ownership on January 13, 2026.
• 113.8673 shares of common stock were disposed of at a price of $122.64 per share to cover tax obligations related to the vesting of phantom stock.
• An additional 1,047.1327 shares of common stock were effectively disposed of from direct holdings as the underlying phantom stock was not converted to common stock but continued to be held as a derivative security.
• The reporting person's direct beneficial ownership of common stock following these transactions is 19,656 shares.
• Indirect beneficial ownership of common stock through a 401(k) plan totals 1,946.0243 shares, which includes 42.2726 shares acquired since the last ownership report.
• 1,047.1327 shares of phantom stock, representing a right to receive one share of common stock or its cash value, remain held as a derivative security, payable upon termination of employment.

Sentiment

Score: 5

Explanation: Neutral. This is a routine insider transaction report, reflecting standard executive compensation and tax planning activities. It does not indicate significant positive or negative news about the company's operational performance or strategic direction.

Positives

• The executive continues to hold a significant number of shares (19,656 direct, 1,946.0243 indirect), indicating alignment with shareholder interests.
• The acquisition of 42.2726 shares of BOKF common stock under the 401(k) plan demonstrates ongoing investment in the company through a retirement vehicle.

Negatives

• A disposition of 113.8673 shares of common stock occurred to cover tax obligations, reducing direct common stock holdings.
• The deferral of 1,047.1327 shares of phantom stock means these shares were not converted to common stock, reducing the immediate direct common stock holdings that would have otherwise been received.

Future Outlook

The phantom stock units held by the reporting person are payable upon termination of employment, providing a future equity or cash payout.

Industry Context

This Form 4 filing is a routine disclosure of executive stock transactions, common in the financial services industry, reflecting compensation structures that include equity awards like restricted stock units and 401(k) plan participation.

Comparison to Industry Standards

• Executive equity compensation, including restricted stock units and 401(k) plans, is a standard practice across the financial services sector, aligning executive incentives with long-term company performance.
• The deferral of phantom stock is a common mechanism for executives to manage tax liabilities and retirement planning, consistent with practices observed in comparable financial institutions.

Stakeholder Impact

• Shareholders: Provides transparency into executive stock ownership and compensation, which can help align executive interests with shareholder value.
• Employees: Reflects standard executive compensation practices, which can influence broader employee compensation strategies and perceptions of fairness.

Next Steps

• The phantom stock units will become payable upon the reporting person's termination of employment with the company.

Key Dates

Recommendation

This Form 4 filing details routine executive stock transactions related to compensation and tax planning. It does not provide new information regarding the company's operational performance, financial health, or strategic direction that would warrant a change in investment recommendation. The executive's continued significant holdings, both direct and indirect, suggest ongoing alignment with the company's long-term prospects, supporting a 'hold' recommendation based solely on this filing.

Keywords

BOK Financial Corp, BOKF, Form 4, Insider Trading, Beneficial Ownership, Phantom Stock, Restricted Stock Units, Executive Compensation, Stock Transactions