Item 5. Other Information
Item 5. Other Information
Securities Trading Plans of Directors and Executive Officers
Transactions in our securities by our executive officers are required to be made in accordance with our Insider Trading Policy and Guidelines with Respect to Certain Transactions in Company Securities, which, among other things, requires that the transaction be in accordance with applicable U.S. federal securities laws that prohibit trading while in the possession of material nonpublic information. Rule 10b5-1 under the Securities Exchange Act of 1934 provides an affirmative defense that enables prearranged transactions in securities in a manner that avoids concerns about initiating transactions at a future date while possibly in possession of material nonpublic information.
On June 14, 2023. Marc A. Stefanski, Chairman, CEO, and President of the Company adopted a Trading Plan that is intended to satisfy the affirmative defense conditions of the Exchange Act Rule 10b5-1(c) and authorizes a designated option for 286,500 shares of common stock be exercised, after a 90-day cooling off period, in the event that the Company's stock equals or exceeds a predetermined share amount. The Trading Plan expires upon the earlier of i.) December 3, 2023; ii.) the completion of the transactions contemplated thereby; or iii.) the date during an open trading window when (after receiving review and pre-approval by the Company) Mr. Stefanski delivers a notice of termination of the Trading Plan to the Company.
Item 6.
(a) Exhibits
31.1
Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2
Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32
Certification of Chief Executive Officer and Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101 The following unaudited financial statements from TFS Financial Corporation’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2023, filed on August 9, 2023, formatted in Inline XBRL (Extensible Business Reporting Language) includes: (i) Consolidated Statements of Condition, (ii) Consolidated Statements of Income, (iii) Consolidated Statements of Comprehensive Income, (iv) Consolidated Statements of Shareholders' Equity, (v) Consolidated Statements of Cash Flows, (vi) Notes to Unaudited Interim Consolidated Financial Statements.
101.INS Interactive datafile XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH Interactive datafile Inline XBRL Taxonomy Extension Schema Document
101.CAL Interactive datafile Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF Interactive datafile Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB Interactive datafile Inline XBRL Taxonomy Extension Label Linkbase
101.PRE Interactive datafile Inline XBRL Taxonomy Extension Presentation Linkbase Document
104 Interactive datafile Cover Page Interactive Datafile (embedded within the Inline XBRL document and included in Exhibit 101)
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Table of Contents
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
TFS Financial Corporation
Dated: August 9, 2023 /s/ Marc A. Stefanski
Marc A. Stefanski
Chairman of the Board, President
and Chief Executive Officer
Dated: August 9, 2023 /s/ Timothy W. Mulhern
Timothy W. Mulhern
Chief Financial Officer
72
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.