Triumph Financial Inc.

05/05/2026 | Press release | Distributed by Public on 05/05/2026 18:02

Statement of Changes in Beneficial Ownership (Form 4)

FORM 4
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 that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Schreyer Edward Joseph
2. Issuer Name and Ticker or Trading Symbol
Triumph Financial, Inc. [TFIN]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
EVP, Chief Operating Officer
(Last) (First) (Middle)
12700 PARK CENTRAL DRIVE, SUITE 1700
3. Date of Earliest Transaction (Month/Day/Year)
05/01/2026
(Street)
DALLAS, TX 75251
4. If Amendment, Date Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City) (State) (Zip)
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 05/01/2026 A 4,163(1) A $ 0 22,082 D
Common Stock 05/01/2026 A 2,691(2) A $ 0 24,773 D
Common Stock 05/01/2026 F 3,439(3) D $67.55 21,334(4) D
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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 control number. SEC 1474 (9-02)
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 Underlying Securities
(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 of Derivative Security: 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
Employee Stock Options(5) $67.55 05/01/2026 A 7,722 (6) 05/01/2036 Common Stock 7,722 $ 0 7,722 D
Employee Stock Options(5) $54.38 (6) 05/01/2035 Common Stock 9,920 9,920 D
Employee Stock Options(5) $72 (6) 05/01/2034 Common Stock 5,864 5,864 D
Employee Stock Options(5) $51.25 (6) 05/01/2033 Common Stock 3,968 3,968 D

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Schreyer Edward Joseph
12700 PARK CENTRAL DRIVE
SUITE 1700
DALLAS, TX 75251
EVP, Chief Operating Officer

Signatures

/s/ Adam D. Nelson, Attorney-in-fact 05/05/2026
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) Each share is represented by a Restricted Stock Unit ("RSU"). The RSUs will vest on the ratably on each of the first four anniversaries of the grant date.
(2) Represents the number of shares earned upon satisfaction of performance goals in connection with performance-based restricted stock units.
(3) Represents the number of shares forfeited to cover tax withholding obligations in connection with the vesting of restricted stock units and performance awards.
(4) Consists of (i) 9,334 shares beneficially owned by the reporting person, and (ii) 12,000 shares of restricted stock or restricted stock units of the reporting person subject to future vesting requirements.
(5) Represents non-qualified stock options of Issuer granted to reporting person under Issuer's 2014 Omnibus Incentive Plan.
(6) Exercise of the employee stock option is subject to vesting over four years from the date of grant, with one fourth of such options becoming exercisable on each of the first four anniversaries of the date of grant.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
Triumph Financial Inc. published this content on May 05, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on May 06, 2026 at 00:02 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]