Form 4: Fulton Financial Director Converts Restricted Stock Units, Receives New Equity Grant
Insider Transaction Report
Fulton Financial Corporation Director E. Philip Wenger has converted 4,937.5471 Restricted Stock Units into common stock and received a new grant of 4,928 Restricted Stock Units, increasing his total beneficial ownership.
Summary
- Director E. Philip Wenger of Fulton Financial Corporation converted 4,937.5471 Restricted Stock Units (RSUs) into common stock on June 1, 2025.
- This conversion included 4,751 RSUs granted on June 1, 2024, plus 186.5471 accumulated dividend equivalents, with forfeiture restrictions lapsing on June 1, 2025.
- Following this transaction, Mr. Wenger's direct beneficial ownership of $2.50 par value Common Stock increased to 599,102.0447 shares.
- He also holds indirect beneficial ownership of 444.2051 shares by children, 96,626 shares by IRA, and 3,851 shares by spouse IRA.
- The total beneficial ownership includes 141,296.5261 shares held jointly with his spouse.
- Additionally, Mr. Wenger was granted 4,928 new Restricted Stock Units on June 1, 2025.
- These new RSUs will convert to common stock on the first anniversary of the grant date (June 1, 2026) or, at the reporting person's election, in up to three equal annual installments beginning in January of the year following retirement or separation from the Fulton Financial Corporation Board of Directors.
- The forfeiture restrictions on the new RSUs lapse on the first anniversary of the grant date or earlier, in accordance with the company's 2023 Director Equity Plan.
Sentiment
Score: 6
Explanation: The document reports a routine insider transaction involving the conversion of equity awards and a new grant. This is a neutral to slightly positive event as it reflects ongoing director compensation and increased direct ownership, aligning interests with shareholders, without indicating any unusual or negative developments.
Positives
- The conversion of Restricted Stock Units into common stock increases the director's direct equity stake in Fulton Financial Corporation, aligning his interests more closely with shareholders.
- The grant of new Restricted Stock Units indicates continued compensation for the director, reinforcing his commitment and ongoing involvement with the company.
Future Outlook
The newly granted Restricted Stock Units are set to convert to common stock on June 1, 2026, or potentially later in installments following the director's retirement or separation from the board, providing a clear future vesting schedule for this portion of his compensation.
Industry Context
This filing is a routine disclosure of an insider transaction, specifically related to director compensation through equity awards. Such transactions are common across the financial services industry as a means to align management and director interests with shareholder value.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Compensation Plan Reference | The Restricted Stock Units are granted and governed by the Fulton Financial Corporation Amended and Restated 2023 Director Equity Plan, indicating a structured and disclosed framework for director equity compensation. | NA | Reinforces transparency and adherence to established corporate governance practices regarding executive and director compensation. |
Related Party Transactions
- The reporting person's beneficial ownership includes shares held indirectly by children (444.2051 shares), by IRA (96,626 shares), and by spouse IRA (3,851 shares), as well as shares held jointly with spouse (141,296.5261 shares).
Stakeholder Impact
- Shareholders: The director's increased direct ownership through RSU conversion further aligns his financial interests with those of the company's shareholders.
- Employees: No direct impact on employees is indicated by this specific filing.
Next Steps
- The newly granted 4,928 Restricted Stock Units are expected to convert to common stock on June 1, 2026, or potentially in installments beginning in January of the year following the director's retirement or separation from the board.
Key Dates
| Date | Description |
|---|---|
| 06/01/2024 | Date of original grant for 4,751 Restricted Stock Units that converted on June 1, 2025. |
| 06/01/2025 | Date of conversion of 4,937.5471 Restricted Stock Units into common stock and date of new grant of 4,928 Restricted Stock Units. |
| 06/03/2025 | Date the Form 4 was filed. |
| January of the year following retirement | Potential start date for conversion of new Restricted Stock Units into common stock, at the election of the reporting person. |
Recommendation
holdKeywords
Fulton Financial Corporation, FULT, SEC Form 4, Insider Transaction, Beneficial Ownership, Restricted Stock Units, RSU Conversion, Common Stock, Director Compensation, Equity Plan
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