Form 4: First Horizon EVP Adjusts Holdings, Corrects Prior Filings

First Horizon's EVP & Chief Accounting Officer, Jeff L. Fleming, exercised stock options and sold common stock, while also correcting a computational error from previous Form 4 filings.

Summary

• Jeff L. Fleming, EVP & Chief Accounting Officer of First Horizon Corp (FHN), reported transactions on November 12, 2025.
• Fleming exercised 9,765 stock options at an exercise price of $15.43 per share.
• Concurrently, Fleming disposed of 7,619 shares of common stock at a price of $21.743 per share.
• Following these transactions, Fleming directly beneficially owns 128,626 shares of common stock.
• Additionally, Fleming indirectly beneficially owns 31,061 shares through a 401(k) plan.
• The filing includes a correction for a computational error that originated in an Amendment to Form 4 filed on May 24, 2023, and affected subsequent filings through May 13, 2025.
• This error resulted in an understatement of 2,449 shares in Column 5 of previous Form 4s, which has now been rectified.

Sentiment

Score: 5

Explanation: The filing is largely neutral. It reports routine insider transactions (option exercise and share sale) which are common. The correction of a prior computational error, while a negative for reporting accuracy, has been addressed, preventing a lower score. There are no significant positive or negative operational or financial updates for the company.

Positives

• The executive's exercise of stock options indicates confidence in the company's long-term value at the time the options were granted.
• The correction of a prior reporting error demonstrates a commitment to accurate disclosure of insider holdings.

Negatives

• The sale of 7,619 shares by an executive could be perceived as a reduction in direct exposure to the company's equity.
• A computational error in previous SEC filings, even if administrative, highlights a lapse in internal reporting accuracy that required correction.

Risks

• The computational error in previous Form 4 filings, while corrected, indicates a potential for administrative oversight in insider transaction reporting.
• Future similar errors could lead to questions regarding the accuracy and reliability of the company's internal controls over financial reporting, specifically related to executive compensation and share ownership disclosures.

Future Outlook

This Form 4 filing does not contain any forward-looking statements or guidance regarding the company's future performance or strategic direction. It solely reports past insider transactions and a correction of prior reporting.

Industry Context

Insider transaction reports (Form 4s) are routine disclosures in the financial industry, providing transparency into executive and director stock ownership changes. The exercise of options and subsequent sale of shares is a common practice for executives managing their compensation and portfolio, often tied to vesting schedules or personal financial planning. The correction of a reporting error, while not ideal, is also a standard regulatory process to ensure accuracy in public disclosures.

Corporate Governance

Stakeholder Impact

• Shareholders: Provides updated and corrected information on executive stock ownership, enhancing transparency regarding insider holdings and transactions. The correction of a prior error ensures more accurate data for investment decisions.
• Regulatory Authorities: Demonstrates compliance with SEC reporting requirements, including the obligation to correct prior errors, which is crucial for maintaining market integrity.

Key Dates

Keywords

First Horizon Corp, FHN, Jeff L. Fleming, EVP & Chief Accounting Officer, Insider Trading, Stock Options, Common Stock, SEC Form 4, Executive Compensation, Share Sale