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
                                                                                  
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response...
0.5
                      
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 *

Martin Derek
2. Issuer Name and Ticker or Trading Symbol

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

_____ Director                    _____ 10% Owner
__X__ Officer (give title below)    _____ Other (specify below)
EVP, Chief Information Officer
(Last)          (First)          (Middle)

C/O FREDERIC DORWART, LAWYERS PLLC, 124 EAST FOURTH STREET
3. Date of Earliest Transaction (MM/DD/YYYY)

2/28/2023
(Street)

TULSA, OK 74103
(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
Common Stock 2/28/2023  D  2455 (1)D$0 10320.731 (2)D  
Common Stock 3/1/2023  A  3517 (3)A$0 13837.731 D  

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
Phantom Stock  (4)           (5) (5)Common Stock 4837.7983  4837.7983 (6)(7)D  

Explanation of Responses:
(1) Represents forfeiture of unvested restricted stock based upon performance goals established pursuant to the BOKF Executive Incentive Plan for restricted stock awards made in 2020.
(2) Includes 19.097 shares of BOKF common stock acquired on February 24, 2023 through a BOK Financial Corporation dividend reinvestment plan in which Mr. Martin is a participant.
(3) Represents restricted stock which vests on January 13, 2026. Shares are subject to forfeiture (i) upon termination of employment prior to vesting, and (ii) if certain performance earnings per share targets established pursuant to BOKF Executive Incentive Plan are not met.
(4) Each share of Phantom Stock represents a right to receive one share of Common Stock, or at the Company's election, the cash value thereof.
(5) The Phantom Stock becomes payable upon the reporting person's termination of employment with the Company.
(6) Previous reports included an immaterial administrative error under reporting 1.44 shares of Phantom Stock.
(7) Includes 70.934 shares of Phantom Stock acquired through a BOK Financial Corporation dividend reinvestment plan in which Mr. Maun is a participant.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Martin Derek
C/O FREDERIC DORWART, LAWYERS PLLC
124 EAST FOURTH STREET
TULSA, OK 74103


EVP, Chief Information Officer

Signatures
/s/ Tamara Wagman, Power of Attorney3/2/2023
**Signature of Reporting PersonDate


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note:File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.