Axos Financial, Inc.
For the period ended Dec 31, 2025. Filed Jan 29, 2026.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Dec 31, 2025 · Filed Jan 29, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
See the whole filing, with its images and exhibitsContents
8. Stockholders’ Equity and Stock-Based Compensation
- STOCKHOLDERS’ EQUITY AND STOCK-BASED COMPENSATION
The Company has an equity incentive plan, the Amended and Restated 2014 Stock Incentive Plan (the “2014 Plan”), which provides for the granting of non-qualified and incentive stock options, restricted stock and restricted stock units (“RSUs”), stock appreciation rights and other awards to employees, directors and consultants. On November 13, 2025, the Company’s stockholders approved an amendment to the 2014 Plan, which increased the maximum aggregate number of shares which may be issued under the 2014 Plan to 7,780,000 shares. The Company also has an employment agreement with its Chief Executive Officer that provides for an award of RSUs. For additional information regarding the Company’s stock-based compensation plans, see Note 16—“Stock-Based Compensation”in the 2025 Form 10-K.
At December 31, 2025,2,038,794 shares of common stock were authorized for future awards under the 2014 Plan. As of December 31, 2025, the total compensation cost not yet recognized related to non-vested awards was $68.0 million, which is expected to be recognized over a weighted-average period of 1.3 years.
The following table presents the status and changes in RSUs:
| RSUs | Weighted-AverageGrant-Date Fair Value | |
|---|---|---|
| Non-vested balance at June 30, 2025 | 1,564,016 | $55.50 |
| Granted | 434,787 | 89.20 |
| Vested | (318,064) | 53.21 |
| Forfeited | (57,362) | 59.76 |
| Non-vested balance at December 31, 2025 | 1,623,377 | $64.83 |
The total fair value of shares vested for the three and six months ended December 31, 2025 was $5.0 million and $27.8 million, respectively. The total fair value of shares vested for the three and six months ended December 31, 2024 was $0.7 million and $23.2 million, respectively.
Common Stock Repurchase Program
As of December 31, 2025, there was $148.1 million of share repurchase authorization remaining under the Company’s common stock repurchase program. The share repurchase program will continue in effect until terminated by the Board of Directors of the Company. There wereno common stock repurchases pursuant to such program for the three and six months ended December 31, 2025 and 2024. For additional information regarding the Company’s share repurchase program, see Note 15—“Stockholders' Equity” in the 2025 Form 10-K.
At-the-Market Equity Offering
On January 28, 2025, the Company entered into an equity distribution agreement pursuant to which the Company may issue and sell through distribution agents from time to time shares of the Company’s common stock in at-the-market offerings with an aggregate offering price of up to $150,000,000. The Company will issue the stock pursuant to a previously effective registration statement and a prospectus supplement filed with the SEC on January 28, 2025. No shares of the Company’s common stock have been issued pursuant to this offering.
Accumulated Other Comprehensive Income
AOCI includes the after-tax change in unrealized gains and losses on investment securities and cash flow hedging activities.
| For the Three Months Ended December 31, 2025 | |||
|---|---|---|---|
| (Dollars in thousands) | Unrealized gain (loss) on available-for-sale securities | Cash flow hedges | Accumulated other comprehensive income |
| Balance at September 30, 2025 | $(526) | $590 | $64 |
| Other comprehensive income/(loss) | 1,287 | 511 | 1,798 |
| Balance at December 31, 2025 | $761 | $1,101 | $1,862 |
| For the Three Months Ended December 31, 2024 | |||
|---|---|---|---|
| (Dollars in thousands) | Unrealized gain (loss) on available-for-sale securities | Cash flow hedges | Accumulated other comprehensive income |
| Balance at September 30, 2024 | $(1,147) | $382 | $(765) |
| Other comprehensive income/(loss) | (784) | 4,556 | 3,772 |
| Balance at December 31, 2024 | $(1,931) | $4,938 | $3,007 |
| For the Six Months Ended December 31, 2025 | |||
|---|---|---|---|
| (Dollars in thousands) | Unrealized gain (loss) on available-for-sale securities | Cash flow hedges | Accumulated other comprehensive income |
| Balance at June 30, 2025 | $(780) | $1,128 | $348 |
| Other comprehensive income/(loss) | 1,541 | (27) | 1,514 |
| Balance at December 31, 2025 | $761 | $1,101 | $1,862 |
| For the Six Months Ended December 31, 2024 | |||
|---|---|---|---|
| (Dollars in thousands) | Unrealized gain (loss) on available-for-sale securities | Cash flow hedges | Accumulated other comprehensive income |
| Balance at June 30, 2024 | $(2,466) | $— | $(2,466) |
| Other comprehensive income/(loss) | 535 | 4,938 | 5,473 |
| Balance at December 31, 2024 | $(1,931) | $4,938 | $3,007 |
The following table presents the pre-tax and after-tax changes in the components of other comprehensive income.
| For the Three Months EndedDecember 31, 2025 | For the Three Months EndedDecember 31, 2024 | |||||
|---|---|---|---|---|---|---|
| (Dollars in thousands) | Pre-tax | Tax effect | After-tax | Pre-tax | Tax effect | After-tax |
| Unrealized gain/(loss) on investment securities: | ||||||
| Net unrealized gains/(losses) arising during the period | $1,773 | $(486) | $1,287 | $(1,153) | $369 | $(784) |
| Reclassification adjustment for realized (gains)/losses included in net income | — | — | — | — | — | — |
| Net change | $1,773 | $(486) | $1,287 | $(1,153) | $369 | $(784) |
| Cash flow hedges: | ||||||
| Net unrealized gains/(losses) arising during the period | $2,476 | $(686) | $1,790 | $8,073 | $(2,496) | $5,577 |
| Reclassification adjustment for realized (gains)/losses included in net income | (1,770) | 491 | (1,279) | (1,478) | 457 | (1,021) |
| Net change | 706 | (195) | 511 | 6,595 | (2,039) | 4,556 |
| Total other comprehensive income/(loss) | $2,479 | $(681) | $1,798 | $5,442 | $(1,670) | $3,772 |
| For the Six Months EndedDecember 31, 2025 | For the Six Months EndedDecember 31, 2024 | |||||
|---|---|---|---|---|---|---|
| (Dollars in thousands) | Pre-tax | Tax effect | After-tax | Pre-tax | Tax effect | After-tax |
| Unrealized gain/(loss) on investment securities: | ||||||
| Net unrealized gains/(losses) arising during the period | $2,123 | $(582) | $1,541 | $731 | $(196) | $535 |
| Reclassification adjustment for realized (gains)/losses included in net income | — | — | — | — | — | — |
| Net change | $2,123 | $(582) | $1,541 | $731 | $(196) | $535 |
| Cash flow hedges: | ||||||
| Net unrealized gains/(losses) arising during the period | $2,850 | $(790) | $2,060 | $8,626 | $(2,667) | $5,959 |
| Reclassification adjustment for realized (gains)/losses included in net income | (2,888) | 801 | (2,087) | (1,478) | 457 | (1,021) |
| Net change | (38) | 11 | (27) | 7,148 | (2,210) | 4,938 |
| Total other comprehensive income | $2,085 | $(571) | $1,514 | $7,879 | $(2,406) | $5,473 |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.