Axos Financial (AX) EVP nets RSU vesting as 952 shares withheld for taxes

Rhea-AI Filing Summary

Axos Financial, Inc. executive Eshel Bar-Adon reported a routine share disposition tied to equity compensation. On March 15, 2026, 952 shares of common stock were retained by Axos Financial for tax withholding in connection with the net-settlement of vested RSUs at a value of $84.68 per share. After this transaction, Bar-Adon directly held 128,872 shares of common stock. This Form 4/A amends a prior filing to correct the reported transaction price, confirming it reflects the value of shares withheld for taxes rather than an open-market trade.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Bar-Adon Eshel

Role EVP Strategic Partnerships an

Type	Security	Shares	Price	Value
Disposition	Common Stock	952	$84.68	$81K

Holdings After Transaction: Common Stock — 128,872 shares (Direct)

Footnotes (1)

1. Represents shares of Common Stock retained by Axos Financial, 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. This Form 4/A amends the Form 4 filed on March 16, 2026 to correct the transaction price reported in Table I. This price represents the value of shares of Common Stock retained by Axos Financial, 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

Key Figures

Shares withheld for taxes: 952 shares Per-share value: $84.68 per share Shares held after transaction: 128,872 shares

3 metrics

Shares withheld for taxes 952 shares Common Stock retained by Axos Financial for tax withholding

Per-share value $84.68 per share Value of withheld shares reported in amended Form 4/A

Shares held after transaction 128,872 shares Direct common stock holdings following tax withholding

Key Terms

RSUs, net-settlement, tax withholding, Form 4/A

4 terms

RSUs financial

"in respect to the vested RSUs"

RSUs, or restricted stock units, are a form of company shares given to employees as part of their compensation. They are typically awarded with certain restrictions, such as a waiting period before they can be fully owned or sold, similar to earning a gift that becomes fully yours over time. For investors, RSUs can impact a company's stock offerings and reflect how much the company relies on stock-based incentives to attract and retain talent.

net-settlement financial

"in connection with the net-settlement on the issuance of shares"

tax withholding financial

"retained by Axos Financial, Inc. for tax withholding purposes"

Tax withholding is the practice of taking a portion of a payment—such as wages, dividends, or sale proceeds—before it reaches the recipient and sending that portion to the tax authority as an advance on the recipient’s eventual tax bill. For investors it matters because withholding reduces immediate cash received and affects after‑tax returns, estimated tax payments, and whether you may owe more or receive a refund when taxes are finally calculated, like having a small automatic savings set aside for your tax bill.

Form 4/A regulatory

"This Form 4/A amends the Form 4 filed on March 16, 2026"

Form 4/A is an amended filing that corrects or updates an earlier Form 4, the mandatory report that insiders (like company executives, directors, or large shareholders) must file when their ownership stakes change. Think of it as an edited receipt showing who bought or sold stock and when; investors use it to track insider confidence, detect potential conflicts, and spot trading patterns that might signal future company prospects.

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Bar-Adon Eshel

(Last) (First) (Middle)

4350 LA JOLLA VILLAGE DRIVE

SUITE 140

(Street)

SAN DIEGO CALIFORNIA 92122

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Axos Financial, Inc. [ AX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP Strategic Partnerships an

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/15/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)
03/16/2026

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/15/2026		D		952(1)	D	$84.68(2)	128,872	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents shares of Common Stock retained by Axos Financial, 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.

2. This Form 4/A amends the Form 4 filed on March 16, 2026 to correct the transaction price reported in Table I. This price represents the value of shares of Common Stock retained by Axos Financial, 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

	Derrick Walsh for Eshel Bar-Adon	04/07/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Axos Financial (AX) report for Eshel Bar-Adon?

Axos Financial reported that EVP Eshel Bar-Adon had 952 common shares retained by the company for tax withholding. This occurred as part of a net-settlement when his RSUs vested, rather than through an open-market sale of shares.

Was Eshel Bar-Adon’s Axos Financial (AX) transaction an open-market sale?

The transaction was not an open-market sale. Axos Financial retained 952 shares for tax withholding in a net-settlement of vested RSUs, meaning shares were used to satisfy tax obligations rather than sold in the market.

How many Axos Financial (AX) shares does Eshel Bar-Adon hold after this Form 4/A?

Following the reported tax withholding disposition, Eshel Bar-Adon directly holds 128,872 shares of Axos Financial common stock. This post-transaction balance shows he retains a substantial equity position despite the small number of shares withheld.

What price per share is associated with the Axos Financial (AX) tax withholding shares?

The Form 4/A reports a value of $84.68 per Axos Financial common share for the 952 shares withheld. This corrected price reflects the value of shares retained by the company to cover tax obligations on vested RSUs.

Why did Axos Financial (AX) file an amended Form 4/A for Eshel Bar-Adon?

The amended Form 4/A corrects the transaction price originally reported. It clarifies that $84.68 per share represents the value of common stock withheld by Axos Financial for tax purposes in a net-settlement of vested RSUs.

How is tax withholding handled in Eshel Bar-Adon’s Axos Financial (AX) equity award?

Tax withholding is handled through net-settlement, where 952 vested RSU shares were retained by Axos Financial instead of being delivered. This reduces shares issued to the executive while satisfying tax obligations tied to the RSU vesting event.