REGIONS FINANCIAL CORP — Director's Dealing 2017

Jan 27, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: REGIONS FINANCIAL CORP (RF)
CIK: 0001281761
Period of Report: 2017-01-26

Reporting Person: Couch Brett D (SEVP)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-01-03	Common Stock	J	139.2589	$14.3627	Acquired	240658.6731	Direct
2017-01-26	Common Stock	M	106165.0000	$3.2900	Acquired	346823.6731	Direct
2017-01-26	Common Stock	F	6832.0000	$14.6363	Disposed	339991.6731	Direct
2017-01-26	Common Stock	F	33485.0000	$14.6363	Disposed	306506.6731	Direct
2017-01-26	Common Stock	S	65848.0000	$14.6363	Disposed	240658.6731	Direct
2016-12-31	Common Stock	J	439.4990	—	Acquired	15889.8180	Indirect
2016-12-31	Common Stock (phantom stock)	J	170.0000	—	Acquired	6299.0000	Indirect
2016-12-31	Common Stock (phantom stock)	J	625.7090	—	Acquired	22636.7200	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-01-26	Stock Option (Right to Buy)	$3.2900	M	106165.0000	Disposed	2019-02-23	Common Stock (106165.0000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	3000.0000	Indirect
Common Stock	4000.0000	Indirect

Footnotes

F1: These shares were acquired through regular dividend reinvestments.

F2: Price per share of shares netted and sold, representing payment of exercise price of incentive stock options. Valued at execution price.

F3: Price per share of shares withheld and sold, representing payment of exercise price of nonqualified options and associated tax liability. Valued at execution price.

F4: Expressed as ownership units in the plan's unitized employer stock fund, which is managed such that each unit is intended to approximate the economic value of one share of common stock.