SEC Form 4 · accession 0001299709-16-000338

Axos Financial, Inc. · AX

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Officer — SVP, Chief Accounting Officer

Period of report

Dec 23, 2016

Accepted (ET)

Dec 27, 2016 · 5:26 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001299709

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1	Dec 23, 2016	M	473	$28.95	A	3,865	D
Common Stock^F1,F2	Dec 23, 2016	F	177	$28.95	D	3,688	D
Common Stock	holding	—	—		—	428	I	401(k) Plan

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Restricted Stock Units^F3,F4	$0.00	Dec 23, 2016	M	473	D	—	—	Common Stock	473	6,464	D
Restricted Stock Units^F5,F3,F4	$0.00	Dec 23, 2016	A	2,397	A	—	—	Common Stock	2,397	8,861	D

F1Represents shares of Common Stock issued on December 23, 2016 following the vesting of Restricted Stock Units (RSUs) which vest one-third each year. The RSUs were previously granted to the reporting person under the BofI Holding, Inc. 2014 Stock Incentive Plan.
F2Represents shares of Common Stock retained by BofI Holding, Inc. for tax withholding purposes in connection with the net-settlement on the issuance of shares of Common Stock in respect to the vested RSUs.
F3Each RSU represents a contingent right to receive one share of BofI Holding, Inc. Common Stock. The RSUs are accompanied by dividend equivalent rights.
F4The RSUs vest over three years, one-third on each anniversary date of grant.
F5Grant to the reporting person on December 23, 2016 of restricted stock units (RSUs) under the BofI Holding, Inc. 2014 Stock Incentive Plan.