STOCK TITAN

TFS Financial (TFSL) exec option exercise with 56,749 shares for taxes

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

TFS Financial CORP executive Cathy W. Zbanek, Chief Synergy Officer, reported an option exercise and related tax withholding in company stock. She exercised 60,000 shares of Employee Stock Options at $14.7400 per share, converting them into common stock. To cover the option exercise price and applicable withholding taxes, 56,749 common shares were delivered back to the issuer at $15.9700 per share as a tax-withholding disposition.

After these transactions, Zbanek directly holds 64,352 shares of common stock, plus indirect holdings of 5,323 shares via a 401(k) and 14,234 shares via an ESOP. She also retains equity incentives, including 79,400 stock options with a $19.3100 exercise price expiring on December 15, 2026, and various performance and restricted stock units that each represent the right to receive one share of common stock with dividend equivalent rights.

Positive

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Insider Zbanek Cathy W
Role Chief Synergy Officer
Type Security Shares Price Value
Exercise Employee Stock Option (right to buy) 60,000 $14.74 $884K
Exercise Common Stock 60,000 $14.74 $884K
Tax Withholding Common Stock 56,749 $15.97 $906K
holding Restricted Stock Units -- -- --
holding Restricted Stock Units -- -- --
holding Restricted Stock Units -- -- --
holding Performance Restricted Share Units -- -- --
holding Employee Stock Option (right to buy) -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Employee Stock Option (right to buy) — 127,500 shares (Direct, null); Common Stock — 121,101 shares (Direct, null); Restricted Stock Units — 15,800 shares (Direct, null); Performance Restricted Share Units — 12,400 shares (Direct, null); Common Stock — 14,234 shares (Indirect, By ESOP)
Footnotes (1)
  1. These common shares were acquired upon the exercise and settlement of certain stock options. These common shares were delivered to the issuer to pay for the options exercise price and applicable withholding tax due upon the exercise of certain stock options. Reflects transactions not required to be reported under Section 16 of the Securities Exchange Act, as amended. As reported on a Form 4 dated January 8, 2018, the reporting person received a grant of 187,500 stock options. These stock options vest in three equal annual installments beginning December 10, 2018. Each restricted and performance stock unit represents a contingent right to receive one share of TFS Financial Corporation common stock. Restricted and performance stock units are entitled to dividend equivalent rights in the form of a cash payment in the amount of any cash dividend paid per share of common stock. On December 18, 2025, the reporting person received a grant of 15,800 Restricted Stock Units (RSUs). These RSUs vest in three equal annual installments beginning December 10, 2026. On March 4, 2024, the reporting person received a grant of 14,200 Restricted Stock Units (RSUs). These RSUs vest in three equal annual installments beginning December 10, 2024. On December 19, 2024, the reporting person received a grant of 15,900 Restricted Stock Units (RSUs). These RSUs vest in three equal annual installments beginning December 10, 2025. On November 25, 2025, the reporting person achieved performance level of 100% on a target award of 12,400 Performance Share Units ("PSUs"), resulting in a total earned award of 12,400 shares. This represents the final determination a March 4, 2024 award that was dependent on certain performance results during the two fiscal year period ended September 30, 2025. Each PSU represents a contingent right to receive one share of TFS Financial Corporation common stock and are entitled to dividend equivalent rights in the form of a cash payment in the amount of any cash dividend paid per share of common stock during the period the award was outstanding. The shares and dividend equivalent payment will vest and distribute to the reporting person on December 10, 2026. As reported on a Form 4 dated December 15, 2016, the reporting person received a grant of 79,400 stock options. These stock options vest in three equal annual installments beginning December 10, 2017.
Options exercised 60,000 shares Employee Stock Option exercise at $14.7400 per share
Exercise price $14.7400/share Employee Stock Option exercise on common stock
Shares delivered for taxes 56,749 shares Tax-withholding disposition at $15.9700 per share
Tax withholding price $15.9700/share Shares delivered to issuer for exercise price and taxes
Direct common shares after 64,352 shares Direct ownership following reported transactions
401(k) indirect shares 5,323 shares Indirect ownership via 401(k) plan
ESOP indirect shares 14,234 shares Indirect ownership via ESOP
Remaining stock options 79,400 shares at $19.3100 Employee Stock Options expiring December 15, 2026
tax-withholding disposition financial
"reported as a tax-withholding disposition, not an open-market stock sale"
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
Employee Stock Option (right to buy) financial
"She exercised 60,000 shares of Employee Stock Option (right to buy)"
Restricted Stock Units financial
"On December 18, 2025, the reporting person received a grant of 15,800 Restricted Stock Units"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Performance Restricted Share Units financial
"On November 25, 2025, the reporting person achieved performance level of 100% on a target award of 12,400 Performance Share Units"
dividend equivalent rights financial
"Restricted and performance stock units are entitled to dividend equivalent rights in the form of a cash payment"
Dividend equivalent rights are promises that mirror the cash payments shareholders get from a company’s profits, but they are paid to holders of certain awards (like stock options or restricted stock units) rather than to actual shares. Think of them as a paycheck top‑up that matches dividends while the award is not yet a real stock, and they matter to investors because they add to employee compensation costs and potential share dilution, affecting company profitability and per‑share value.
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SEC Form 4
FORM 4UNITED 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*
Zbanek Cathy W

(Last)(First)(Middle)
7007 BROADWAY AVENUE

(Street)
CLEVELAND OHIO 44105

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
TFS Financial CORP [ TFSL ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Synergy Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/26/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock05/26/2026M60,000(1)A$14.74121,101D
Common Stock05/26/2026F56,749(2)D$15.9764,352D
Common Stock14,234IBy ESOP(3)
Common Stock5,323IBy 401(k)(3)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Employee Stock Option (right to buy)$14.7405/26/2026M60,000 (4)01/05/2028Common Stock60,000$14.74127,500D
Restricted Stock Units(5) (6) (6)Common Stock15,80015,800D
Restricted Stock Units(5) (7) (7)Common Stock4,7344,734D
Restricted Stock Units(5) (8) (8)Common Stock10,60010,600D
Performance Restricted Share Units(5) (9) (9)Common Stock12,40012,400D
Employee Stock Option (right to buy)$19.31 (10)12/15/2026Common Stock79,40079,400D
Explanation of Responses:
1. These common shares were acquired upon the exercise and settlement of certain stock options.
2. These common shares were delivered to the issuer to pay for the options exercise price and applicable withholding tax due upon the exercise of certain stock options.
3. Reflects transactions not required to be reported under Section 16 of the Securities Exchange Act, as amended.
4. As reported on a Form 4 dated January 8, 2018, the reporting person received a grant of 187,500 stock options. These stock options vest in three equal annual installments beginning December 10, 2018.
5. Each restricted and performance stock unit represents a contingent right to receive one share of TFS Financial Corporation common stock. Restricted and performance stock units are entitled to dividend equivalent rights in the form of a cash payment in the amount of any cash dividend paid per share of common stock.
6. On December 18, 2025, the reporting person received a grant of 15,800 Restricted Stock Units (RSUs). These RSUs vest in three equal annual installments beginning December 10, 2026.
7. On March 4, 2024, the reporting person received a grant of 14,200 Restricted Stock Units (RSUs). These RSUs vest in three equal annual installments beginning December 10, 2024.
8. On December 19, 2024, the reporting person received a grant of 15,900 Restricted Stock Units (RSUs). These RSUs vest in three equal annual installments beginning December 10, 2025.
9. On November 25, 2025, the reporting person achieved performance level of 100% on a target award of 12,400 Performance Share Units ("PSUs"), resulting in a total earned award of 12,400 shares. This represents the final determination a March 4, 2024 award that was dependent on certain performance results during the two fiscal year period ended September 30, 2025. Each PSU represents a contingent right to receive one share of TFS Financial Corporation common stock and are entitled to dividend equivalent rights in the form of a cash payment in the amount of any cash dividend paid per share of common stock during the period the award was outstanding. The shares and dividend equivalent payment will vest and distribute to the reporting person on December 10, 2026.
10. As reported on a Form 4 dated December 15, 2016, the reporting person received a grant of 79,400 stock options. These stock options vest in three equal annual installments beginning December 10, 2017.
Remarks:
/s/ Susanne N. Miller, Pursuant to Power of Attorney05/27/2026
** Signature of Reporting PersonDate
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 did TFS Financial (TFSL) executive Cathy Zbanek report in this Form 4?

Cathy Zbanek reported exercising 60,000 employee stock options at $14.7400 per share and a related tax-withholding share delivery. The filing also updates her direct, indirect, and equity incentive holdings in TFS Financial CORP common stock.

How many TFS Financial (TFSL) options did Cathy Zbanek exercise and at what price?

She exercised 60,000 Employee Stock Option shares at an exercise price of $14.7400 per share. This converted derivative rights into TFS Financial CORP common stock as part of her compensation-related equity holdings.

How were taxes handled on Cathy Zbanek’s TFS Financial (TFSL) option exercise?

To cover the option exercise price and applicable withholding taxes, 56,749 common shares were delivered to the issuer at $15.9700 per share. This is reported as a tax-withholding disposition, not an open-market stock sale.

What TFS Financial (TFSL) stock does Cathy Zbanek hold after these transactions?

After the reported transactions, she directly holds 64,352 common shares. She also has indirect holdings of 5,323 shares through a 401(k) and 14,234 shares through an ESOP, in addition to multiple option and unit awards.

What remaining stock options does Cathy Zbanek have at TFS Financial (TFSL)?

She retains 79,400 Employee Stock Options on TFS Financial CORP common stock with an exercise price of $19.3100 per share. These options are scheduled to expire on December 15, 2026, according to the filing data.

What are the performance and restricted stock units reported for TFS Financial (TFSL)?

The filing shows Performance Restricted Share Units and Restricted Stock Units, each representing rights to receive one TFS Financial CORP common share. These units also carry dividend equivalent rights matching cash dividends paid on common stock during the award period.