Form 4: WAFD CFO Kelli Holz Boosts Stake with Stock Grant

WAFD Inc.'s EVP & CFO Kelli Holz acquired 21,609 shares of common stock at $30.56 per share, increasing her beneficial ownership to 114,027 shares.

Summary

• Kelli Holz, EVP & CFO of WAFD Inc., acquired 21,609 shares of common stock.
• The transaction occurred on November 11, 2025, at a price of $30.56 per share.
• Following this acquisition, Ms. Holz beneficially owns 114,027 shares of WAFD common stock.
• The acquired shares include restricted and performance stock grants that will vest ratably over three years, beginning November 11, 2026.
• Specifically, 8,674 shares are restricted stock, and 12,935 shares are performance-based, tied to certain total shareholder return criteria.
• Beneficial ownership also includes 51,594 stock units awarded pursuant to a Supplemental Executive Retirement Plan (SERP) for the reporting person's benefit.
• Ms. Holz also holds several non-qualified stock options with various strike prices and expiration dates, totaling 3,099 underlying shares.

Sentiment

Score: 7

Explanation: The filing indicates a standard executive compensation event, specifically an acquisition of shares through grants. This is generally positive as it aligns management's interests with shareholders and demonstrates continued commitment, but it's not a significant operational or financial announcement that would dramatically shift sentiment.

Positives

• Increased insider ownership by a key executive (EVP & CFO) signals confidence in the company's future prospects.
• The structure of performance-based stock grants (12,935 shares) aligns management's interests directly with shareholder returns.
• Long-term vesting schedules (over three years starting 11/11/2026) encourage sustained performance and retention of key talent.

Risks

• Performance-based awards may not vest if specific total shareholder return criteria are not met, potentially impacting executive compensation and motivation.
• The value of the acquired shares and options is subject to market fluctuations, posing a risk to the executive's personal wealth tied to company performance.

Future Outlook

The vesting schedule for the restricted and performance stock grants, beginning November 11, 2026, indicates a long-term commitment from the EVP & CFO and ties a portion of her future compensation to the company's sustained performance and total shareholder return over the next three years.

Industry Context

This Form 4 filing reflects a standard practice in corporate governance where executives receive equity compensation, often in the form of restricted stock or performance shares, to align their interests with long-term shareholder value creation. Such grants are common in the financial services industry to attract and retain top talent.

Comparison to Industry Standards

• The use of restricted stock and performance-based awards is a common executive compensation practice across industries, including financial services, aligning with best practices for incentivizing long-term performance.
• The vesting period of three years is typical for such equity grants, comparable to similar programs at financial institutions like JPMorgan Chase, Bank of America, or Wells Fargo, which often use multi-year vesting schedules to promote executive retention and sustained performance.
• The inclusion of performance criteria tied to total shareholder return for a portion of the grant (12,935 shares) is a robust governance feature, similar to performance metrics used by peers to ensure compensation is directly linked to company success relative to market benchmarks.

Related Party Transactions

• The acquisition of common stock and stock units by Kelli Holz, an EVP & CFO, represents a transaction between the company and a key executive, which is a form of related party transaction, specifically executive compensation.

Stakeholder Impact

• Shareholders: Potentially positive due to increased insider ownership and alignment of executive incentives with shareholder returns. Minor potential for dilution from new share issuance, but this is standard for equity compensation.
• Employees: No direct impact on general employees mentioned.
• Customers: No direct impact mentioned.
• Suppliers: No direct impact mentioned.
• Creditors: No direct impact mentioned.

Next Steps

• Vesting of restricted and performance stock grants will occur ratably over three years, commencing November 11, 2026.
• The performance criteria related to total shareholder return for 12,935 shares will be assessed over the vesting period.

Key Dates

Keywords

WAFD, Kelli Holz, insider transaction, Form 4, executive compensation, stock grant, restricted stock, performance shares, stock options, beneficial ownership, WAFD Inc.