FORM 4 [ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

KIMBROUGH HARDIE B. JR
2. Issuer Name and Ticker or Trading Symbol

REGIONS FINANCIAL CORP [ RF ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                    _____ 10% Owner
__X__ Officer (give title below)    _____ Other (specify below)
Controller
(Last)          (First)          (Middle)

P. O. BOX 10247
3. Date of Earliest Transaction (MM/DD/YYYY)

4/1/2021
(Street)

BIRMINGHAM, AL 35202-0247
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date7. Title and Amount of Securities Underlying Derivative Security
(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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Performance Stock Units (2021)  (1)4/1/2021  A   4776.0000 (2)    (3) (3)Common Stock 7164.0000 (2)$0.0000 4776.0000 D  
Restricted Stock Units $0.0000 (4)4/1/2021  A   4776.0000     (5) (5)Common Stock 4776.0000 $0.0000 19129.0000 D  

Explanation of Responses:
(1) Each performance stock unit is the economic equivalent of up to one and one-half shares of Regions Financial Corporation common stock with deemed reinvestment of dividends.
(2) The target number of shares underlying the performance stock units is equal to the number of units. The actual number of underlying shares could range from 0% to 150% of the target amount depending on the level of company achievement of performance thresholds and goals during the performance period from January 1, 2021, through December 31, 2023.
(3) The performance stock units will be settled in shares of common stock as of April 1, 2024, subject to a service requirement and performance thresholds and goals and subject to earlier vesting in whole or in part under certain conditions.
(4) Each restricted stock unit is the economic equivalent of one share of Regions Financial Corporation common stock with deemed reinvestment of dividends.
(5) The restricted stock units will be settled in shares of common stock as of April 1, 2024, subject to a service requirement and performance thresholds and subject to earlier vesting in whole or in part under certain conditions.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
KIMBROUGH HARDIE B. JR
P. O. BOX 10247
BIRMINGHAM, AL 35202-0247


Controller

Signatures
Lachelle S. Koon - Attorney-in-Fact4/5/2021
**Signature of Reporting PersonDate

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