Axos Financial, Inc.
For the period ended Sep 30, 2026. Filed Oct 29, 2026.
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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.
Sep 30, 2026 · Filed Oct 29, 2026
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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. 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 17—“Stock-Based Compensation”in the 2026 Form 10-K.
At September 30, 2026,1,858,601 shares of common stock were authorized for future awards under the 2014 Plan. As of September 30, 2026, the total compensation cost not yet recognized related to non-vested awards was $134.9 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, 2026 | 1,335,483 | $71.42 |
| Granted | 264,760 | 93.97 |
| Vested | (200,859) | 62.29 |
| Forfeited | (26,391) | 73.99 |
| Non-vested balance at September 30, 2026 | 1,372,993 | $76.98 |
The total fair value of shares vested for the three months ended September 30, 2026 and September 30, 2025 was $18.7 million and $22.8 million, respectively.
Common Stock Repurchase Program
The following table presents common stock repurchases:
| For the Three Months Ended September 30, | ||
|---|---|---|
| (Dollars in thousands, except per share data) | 2026 | 2025 |
| Total repurchase | $7,002 | $— |
| Number of shares repurchased | 80,561 | — |
| Average price paid per share | $86.92 | $— |
As of September 30, 2026, there was $119.1 million of share repurchase authorization remaining under the Company’s common stock repurchase program. Of the repurchases made during the three months ended September 30, 2026, $3.0 million or 34,927 common shares were traded on September 30, 2026 but settled in October 2026. The Company repurchased an additional 79,695 shares for approximately $7.0 million from October 1, 2026 through October 23, 2026. The share repurchase program will continue in effect until terminated by the Board of Directors of the Company. For additional information regarding the Company’s share repurchase program, see Note 16—“Stockholders' Equity” in the 2026 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 September 30, 2026 | |||
|---|---|---|---|
| (Dollars in thousands) | Unrealized gain (loss) on available-for-sale securities | Cash flow hedges | Accumulated other comprehensive income |
| Balance at June 30, 2026 | $(649) | $4,563 | $3,914 |
| Other comprehensive income/(loss) | 589 | (3,057) | (2,468) |
| Balance at September 30, 2026 | $(60) | $1,506 | $1,446 |
| For the Three Months Ended September 30, 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) | 254 | (538) | (284) |
| Balance at September 30, 2025 | $(526) | $590 | $64 |
The following table presents the pre-tax and after-tax changes in the components of other comprehensive income.
| For the Three Months EndedSeptember 30, 2026 | For the Three Months EndedSeptember 30, 2025 | |||||
|---|---|---|---|---|---|---|
| (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 | $812 | $(223) | $589 | $350 | $(96) | $254 |
| Reclassification adjustment for realized (gains)/losses included in net income | — | — | — | — | — | — |
| Net change | $812 | $(223) | $589 | $350 | $(96) | $254 |
| Cash flow hedges: | ||||||
| Net unrealized gains/(losses) arising during the period | $(2,587) | $776 | $(1,811) | $374 | $(104) | $270 |
| Reclassification adjustment for realized (gains)/losses included in net income | (1,780) | 534 | (1,246) | (1,118) | 310 | (808) |
| Net change | (4,367) | 1,310 | (3,057) | (744) | 206 | (538) |
| Total other comprehensive income/(loss) | $(3,555) | $1,087 | $(2,468) | $(394) | $110 | $(284) |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.