Form 4: Regions Financial Director Boosts Phantom Stock Holdings

Regions Financial Director Lee J. Styslinger III acquired 1,095.7223 shares of phantom stock in lieu of cash compensation, increasing his total beneficial ownership to 272,181.2877 shares.

Summary

• Director Lee J. Styslinger III of Regions Financial Corp. acquired 1,095.7223 shares of phantom stock.
• This acquisition occurred on January 15, 2026, as an election to receive phantom stock in lieu of cash compensation under the company's Director Compensation Program.
• Each share of phantom stock represents the right to the cash value of one share of Regions' common stock.
• The transaction increased his total beneficial ownership of phantom stock to 272,181.2877 shares.
• The phantom stock is accrued under Regions' Directors' Deferred Investment Plan.
• The price of the derivative security (phantom stock) was $28.52 per share.
• The total beneficially owned phantom stock includes quarterly cash dividends that have been deemed reinvested.

Sentiment

Score: 6

Explanation: Slightly positive. A director electing to receive equity-based compensation (phantom stock) instead of cash can be interpreted as a sign of confidence in the company's long-term performance and aligns their interests with shareholders. However, it's a routine compensation event, not a direct open market purchase.

Positives

• Director Lee J. Styslinger III elected to receive phantom stock instead of cash compensation, indicating a potential alignment of interests with shareholders.
• The director's total beneficial ownership of phantom stock increased to 272,181.2877 shares, including reinvested dividends, showing continued long-term commitment.

Future Outlook

The acquired phantom stock is payable in cash, either as a lump sum or up to 10 annual installments, at the director's election, within 30 days after the close of the plan year in which the director terminates service.

Industry Context

This Form 4 filing is a routine disclosure of insider transactions, common across the financial services industry, where directors often elect to receive equity-based compensation to align their interests with shareholders.

Corporate Governance

Related Party Transactions

• The acquisition of phantom stock by Director Lee J. Styslinger III from Regions Financial Corp. is a related party transaction, as it involves compensation arrangements between the company and a member of its board of directors.

Stakeholder Impact

• Shareholders: May view the director's election to receive phantom stock as a positive signal of confidence in the company's future and an alignment of interests.
• Directors: The compensation structure provides flexibility for directors to defer income and link their compensation to the company's stock performance.

Next Steps

• Phantom stock will be paid out in cash upon the director's termination of service, either as a lump sum or in up to 10 annual installments, as elected by the director.

Key Dates

Keywords

Regions Financial, RF, Phantom Stock, Director Compensation, Insider Transaction, SEC Form 4, Beneficial Ownership, Deferred Compensation