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Southern First Bancshares, Inc. Announces Pricing of Public Offering of Common Stock

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Southern First Bancshares (NASDAQ: SFST) priced an underwritten public offering of 1,050,000 common shares at $54.00 per share, with underwriters granted a 30-day option for up to 157,500 additional shares.

The offering’s gross proceeds are approximately $56.7 million, or about $65.2 million if the option is fully exercised. Proceeds will be used for general corporate purposes including capital to the bank subsidiary and reducing indebtedness. Closing is expected on April 17, 2026, subject to customary conditions.

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Positive

  • Gross proceeds of approximately $56.7 million from the base offering
  • Upsize potential to $65.2 million if underwriters fully exercise the option
  • Proceeds may support bank subsidiary capital and repay subordinated debt

Negative

  • Issuance of 1,050,000 shares may dilute existing shareholders
  • Underwriting discounts and expenses will reduce net proceeds

News Market Reaction – SFST

-6.37% 3.5x vol
17 alerts
-6.37% Session close to close
-2.5% Trough in 16 min
$485.54M Market Cap
3.5x Rel. Volume

In the Apr 16 session, SFST declined 6.37%, reflecting a notable negative market reaction. Argus tracked a trough of -2.5% from its starting point during tracking. Our momentum scanner triggered 17 alerts that day, indicating notable trading interest and price volatility. Trading volume was very high at 3.5x the daily average, suggesting heavy selling pressure.

Data tracked by StockTitan Argus on the day of publication.

Market Context

The stock moved -6.4% in the session following this news. A negative reaction despite the company’s ...
Analysis

The stock moved -6.4% in the session following this news. A negative reaction despite the company’s improving fundamentals fits a common pattern around equity offerings, where dilution concerns can outweigh balance sheet benefits. This deal prices 1,050,000 new shares at $54.00 with potential gross proceeds up to $65.2 million. While proceeds are earmarked for general corporate purposes and capital support, past earnings strength may not fully offset immediate shareholder focus on the expanded share count.

Key Figures

Shares Offered: 1,050,000 shares Offering Price: $54.00 per share Underwriters’ Option Shares: 157,500 shares +5 more
8 metrics
Shares Offered 1,050,000 shares Underwritten public common stock offering
Offering Price $54.00 per share Pricing of public common stock offering
Underwriters’ Option Shares 157,500 shares 30-day option to purchase additional shares
Gross Proceeds $56.7 million Aggregate gross proceeds before discounts and expenses
Gross Proceeds (full exercise) $65.2 million Assuming full exercise of underwriters’ option
Option Period 30 days Underwriters’ option duration to buy additional shares
Expected Closing Date April 17, 2026 Scheduled closing of the offering, subject to conditions
Registration File No. 333-293279 Shelf registration statement reference for this offering

Historical Context

2 past events · Latest: Jan 22 (Positive)
Pattern 2 events
Date Event Sentiment 24h Move Catalyst
Jan 22 Q4 2025 earnings Positive +3.4% Strong Q4 earnings with higher EPS, margin expansion and solid asset quality.
Oct 28 Q3 2025 earnings Positive +6.1% Robust Q3 profit growth, higher net interest margin and strong capital metrics.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Pattern Detected

Recent earnings updates with improving margins and growth were followed by positive single-day price reactions.

Recent Company History

Over the last two reported quarters, Southern First highlighted strong fundamentals, including rising net income, expanding net interest margin, and growing loans and deposits, with asset quality metrics remaining solid. The stock reacted positively to both the Q3 and Q4 2025 earnings releases, with 24-hour moves of 6.13% and 3.36%, respectively. Today’s common stock offering taps the existing growth and capital narrative by raising additional equity capital after these strengthening operating trends.

Key Terms

underwritten public offering, shelf registration statement, base prospectus, preliminary prospectus supplement, +3 more
7 terms
underwritten public offering financial
"announced the pricing of an underwritten public offering of 1,050,000 shares"
An underwritten public offering is when a company sells new shares of its stock to the public with the help of a financial firm, called an underwriter. The underwriter agrees to buy all the shares upfront, reducing the company's risk, and then sells them to investors. This process helps companies raise money quickly and confidently from a wide range of buyers.
shelf registration statement regulatory
"The Company has filed a shelf registration statement (File No. 333-293279)"
A shelf registration statement is a document a company files with regulators that allows it to sell shares or bonds quickly when it’s a good time to raise money. It’s like having a pre-approved plan ready so the company can act fast without going through lengthy paperwork each time they want to sell, making fundraising more flexible.
base prospectus regulatory
"including a base prospectus, and a preliminary prospectus supplement"
A base prospectus is a detailed document that provides essential information about a financial offering, such as a bond or share issue. It acts like a comprehensive guide for investors, explaining what the investment involves, the risks involved, and how the process works. This helps investors make informed decisions before committing their money.
preliminary prospectus supplement regulatory
"including a base prospectus, and a preliminary prospectus supplement with the"
A preliminary prospectus supplement is an initial document that provides important details about a new stock or bond offering before it is finalized. It helps investors understand what is being sold and why, so they can decide whether to invest. Think of it as a preview before the full sales brochure is ready.
prospectus supplement regulatory
"expects to file a prospectus supplement relating to the offering."
A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.
registration statement regulatory
"you should read the prospectus in the registration statement, the preliminary"
A registration statement is a formal document that companies file with a government agency to offer new shares of stock to the public. It provides essential information about the company's finances, operations, and risks, helping investors make informed decisions. Think of it as a detailed product description that ensures transparency and trust before buying into a company.
edgar regulatory
"You may get these documents for free by visiting EDGAR on the SEC website"
EDGAR is a system used by companies to share important financial and business information with the public. It functions like an online filing cabinet where investors can access official reports and documents that help them understand a company's financial health and operations. This transparency allows investors to make more informed decisions, much like checking a company's report card before investing.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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GREENVILLE, S.C., April 15, 2026 /PRNewswire/ -- Southern First Bancshares, Inc. (NASDAQ: SFST) (the "Company," "we," "us," or "our") today announced the pricing of an underwritten public offering of 1,050,000 shares of its common stock at a price of $54.00 per share. The Company also granted the underwriters a 30-day option to purchase up to an additional 157,500 shares of common stock.

The aggregate gross proceeds of the offering will be approximately $56.7 million before discounts and expenses.  Assuming full exercise by the underwriters of their option to purchase additional shares, the aggregate gross proceeds of the offering would be approximately $65.2 million before discounts and expenses.  The Company intends to use the net proceeds from the offering for general corporate purposes, which may include supporting organic growth initiatives, providing capital to the Company's bank subsidiary, redeeming or repurchasing outstanding indebtedness, including subordinated debt, and for working capital purposes.  The offering is expected to close on April 17, 2026, subject to customary closing conditions.

Piper Sandler & Co. is serving as the sole book-running manager for the offering. Keefe, Bruyette & Woods, A Stifel Company, is serving as co-manager.

This announcement is for informational purposes only and shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction. The Company has filed a shelf registration statement (File No. 333-293279), including a base prospectus, and a preliminary prospectus supplement with the Securities and Exchange Commission ("SEC") relating to the offering, and expects to file a prospectus supplement relating to the offering. The offering is being made only by means of the prospectus supplement and accompanying base prospectus. Before you invest, you should read the prospectus in the registration statement, the preliminary prospectus supplement, the prospectus supplement when available, and other documents the Company has filed with the SEC for more complete information about the Company and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov or, alternatively, copies of the preliminary prospectus supplement and the accompanying base prospectus relating to the offering, and the prospectus supplement when available, may be obtained by contacting Piper Sandler & Co., Attn: Prospectus Department, by Telephone: (800) 747-3924 or Email: prospectus@psc.com or Keefe, Bruyette & Woods, Inc., Attn: Equity Capital Markets, by Telephone: (800) 966-1559 or Email: uscapitalmarkets@kbw.com.

ABOUT SOUTHERN FIRST BANCSHARES, INC.
Southern First Bancshares, Inc., Greenville, South Carolina, is a registered bank holding company incorporated under the laws of South Carolina. The Company's wholly owned subsidiary, Southern First Bank, is the second largest bank headquartered in South Carolina. Southern First Bank has been providing financial services since 1999 and now operates in 12 locations in the Greenville, Columbia, and Charleston markets of South Carolina as well as the Charlotte, Triangle and Triad regions of North Carolina and Atlanta, Georgia. Southern First Bancshares has consolidated assets of approximately $4.4 billion and its common stock is traded on The NASDAQ Global Market under the symbol "SFST."

FORWARD-LOOKING STATEMENTS

Certain statements in this news release contain "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, such as statements relating to the completion, timing and expected size of the offering, the anticipated closing date of the offering, the anticipated use of proceeds from the offering, future plans and expectations, and are thus prospective. Such forward-looking statements are identified by words such as "believe," "expect," "anticipate," "estimate," "preliminary", "intend," "plan," "target," "continue," "lasting," and "project," as well as similar expressions. Such statements are subject to risks, uncertainties, and other factors which could cause actual results to differ materially from future results expressed or implied by such forward-looking statements. Although we believe that the assumptions underlying the forward-looking statements are reasonable, any of the assumptions could prove to be inaccurate. Therefore, we can give no assurance that the results contemplated in the forward-looking statements will be realized. The inclusion of forward-looking information should not be construed as a representation by the Company or any other person that the future events, plans or expectations described herein will be achieved.

The following factors, among others, could cause actual results to differ materially from the anticipated results or other expectations expressed in the forward-looking statements: (1) competitive pressures among depository and other financial institutions may increase significantly and have an effect on pricing, spending, third-party relationships and revenues; (2) the strength of the United States economy in general and the strength of the local economies in which the Company conducts operations may be different than expected; (3) the rate of delinquencies and amounts of charge-offs, the level of allowance for credit loss, the rates of loan and deposit growth as well as pricing of each product, or adverse changes in asset quality in our loan portfolio, which may result in increased credit risk-related losses and expenses; (4) changes in legislation, regulation, policies or administrative practices, whether by judicial, governmental or legislative action, including, but not limited to, changes affecting oversight of the financial services industry or consumer protection, the regulatory landscape or capital market; (5) adverse conditions in the stock market, the public debt market and other capital markets (including changes in interest rate conditions) could continue to have a negative impact on the Company, including the timing, size, pricing or completion of the offering; (6) changes in interest rates, which may continue to affect the Company's net income, interest expense, prepayment penalty income, mortgage banking income, and other future cash flows, or the market value of the Company's assets, including its investment securities; (7) trade wars, government shutdowns, or a potential recession which may cause adverse risk to the overall economy, and could indirectly pose challenges to our clients and to our business; (8) any increase in FDIC assessments which have increased and may continue to increase our cost of doing business; and (9) changes in accounting principles, policies, practices, or guidelines. Additional factors that could cause our results to differ materially from those described in the forward-looking statements can be found in our reports (such as Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K) filed with the SEC and available at the SEC's Internet site (www.sec.gov). All subsequent written and oral forward-looking statements concerning the Company or any person acting on its behalf are expressly qualified in their entirety by the cautionary statements above. We do not undertake any obligation to update any forward-looking statement to reflect circumstances or events that occur after the date the forward-looking statements are made, except as required by law.

MEDIA CONTACT:
ART SEAVER 864-679-9010

FINANCIAL CONTACT:
CHRIS ZYCH 864-679-9070

WEB SITE: www.southernfirst.com

Cision View original content to download multimedia:https://www.prnewswire.com/news-releases/southern-first-bancshares-inc-announces-pricing-of-public-offering-of-common-stock-302743937.html

SOURCE Southern First Bancshares, Inc.

FAQ

How many shares did Southern First Bancshares (SFST) offer in the April 16, 2026 pricing?

The company offered 1,050,000 shares at $54.00 each, with an option for 157,500 additional shares. According to the company, underwriters have a 30-day option to increase the offering by that amount, raising potential proceeds to about $65.2 million.

What are the expected proceeds and uses for SFST's April 2026 offering?

Expected gross proceeds are approximately $56.7 million, or ~$65.2 million if upsized. According to the company, net proceeds will fund general corporate purposes, including supporting organic growth, capitalizing the bank subsidiary, and repaying indebtedness.

When is the Southern First Bancshares (SFST) offering expected to close?

The offering is expected to close on April 17, 2026, subject to customary closing conditions. According to the company, closing remains conditional on meeting standard underwritten offering requirements and regulatory conditions.

Who is managing the SFST common stock offering priced April 16, 2026?

Piper Sandler is the sole book-running manager and Keefe, Bruyette & Woods is co-manager. According to the company, contact information for prospectus requests is provided to investors via those firms.

How might the SFST offering affect existing shareholders and share count?

The base offering will increase outstanding shares by 1,050,000, with potential for 157,500 more if exercised. According to the company, this issuance may dilute existing shareholders and change per-share metrics.