SEC Form 4 · accession 0001225208-15-009347
REGIONS FINANCIAL CORP · RF
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Fournier J. Gale III
Officer — SEVP & GC
Period of report
Apr 1, 2015
Accepted (ET)
Apr 2, 2015 · 6:12 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001281761
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | holding | — | — | — | 34,249 | D | ||
| Depositary Shares Representing Series A Preferred Stock | holding | — | — | — | 8,000 | D | ||
| Common StockF1 | holding | — | — | — | 3,978 | I | By 401(k) | |
| Common Stock | holding | — | — | — | 7,400 | I | By IRA | |
| Common Stock (phantom stock)F1 | holding | — | — | — | 8,852 | I | Indirect - By 401 (k) Supplemental Plan |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance Stock Units (2015)F3,F2,F4 | $0.00 | Apr 1, 2015 | A | 31,250 | A | — | — | Common Stock | 46,875 | 31,250 | D |
| Restricted Stock UnitsF5,F6 | $0.00 | Apr 1, 2015 | A | 31,250 | A | — | — | Common Stock | 31,250 | 127,948 | D |
Explanation of responses
- F1Expressed as ownership units in the plan's unitized employer stock fund, which is managed such that each unit is intended to approximate the economic value of one share of common stock.
- F2Each performance stock unit is the economic equivalent of up to one and one-half shares of Regions Financial Corporation common stock with deemed reinvestment of dividends.
- F3The target number of shares underlying the performance stock units is equal to the number of units. The actual number of underlying shares could range from 0% to 150% of the target amount depending on the level of company achievement of performance goals during the performance period from January 1, 2015, through December 31, 2017.
- F4The performance stock units will be settled in shares of common stock as of April 1, 2018, subject to a service requirement and subject to earlier vesting in whole or in part under certain conditions.
- F5Each restricted stock unit is the economic equivalent of one share of Regions Financial Corporation common stock with deemed reinvestment of dividends.
- F6The restriced stock units will be settled in shares of common stock as of April 1, 2018, subject to a service and a performance threshold requirement and subject to earlier vesting in whole or in part under certain conditions.