First Financial (FFIN) EVP receives RSUs, options; 695 RSUs deferred to SERP

Rhea-AI Filing Summary

First Financial Bankshares, Inc. (FFIN) reporting person T. Luke Longhofer, Executive Vice President and director, recorded equity awards and related transactions on 08/14/2025. The filing shows a grant of 2,470 restricted stock units (RSUs) that vest in three roughly equal annual installments, and an award of 8,297 employee stock options with a $36.43 exercise price that vest 33.33% after one year, 66.66% after two years and fully after three years (expiration 08/14/2035). Additionally, 695 previously granted RSUs vested and were converted into 695 deferred stock units under the company’s Supplemental Executive Retirement Plan (SERP), payable upon termination. Following these transactions, Longhofer beneficially owns 39,907 shares (direct).

Positive

• Grant of 2,470 RSUs with multi‑year vesting promotes long‑term executive alignment
• 8,297 employee stock options granted at $36.43 strike with 10‑year term, linking compensation to future stock performance
• Conversion of 695 vested RSUs into deferred stock units under the SERP preserves retention and defers payout
• Total reported beneficial ownership of 39,907 shares indicates continued insider stake

Negative

• None.

Insights

Financial Analyst

TL;DR: Insider received time‑vested equity and long‑dated options, modestly increasing long‑term alignment with shareholders.

The combination of 2,470 RSUs and 8,297 options emphasizes retention incentives rather than immediate liquidity. The options carry a $36.43 strike and a 10‑year term, aligning pay with multi‑year stock performance. The conversion of 695 vested RSUs into deferred units under the SERP defers receipt until termination, indicating tax/retention structuring. Overall, these are routine executive compensation actions with limited immediate dilution and a focus on multi‑year vesting.

Corporate Governance Expert

TL;DR: Grants and deferral reflect standard executive retention practices and use of the company SERP for deferred compensation.

The filing documents standard governance processes: equity awards with staged vesting and use of a supplemental plan for deferred stock units. The reporting person remains a director and officer, and transactions were reported through counsel (Attorney in Fact signature). There is no indication of accelerated vesting or unusual one‑time payouts disclosed in this Form 4.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Longhofer T. Luke

(Last) (First) (Middle)

P O BOX 701

(Street)

ABILENE TX 79604

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
FIRST FINANCIAL BANKSHARES INC [ FFIN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Executive Vice President

3. Date of Earliest Transaction (Month/Day/Year)
08/14/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

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. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction 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	08/14/2025		A		2,470(1)	A	$0	40,602	D
Common Stock	08/14/2025		D		695(2)	D	(2)	39,907	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. 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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Employee Stock Option, Right to Buy	$36.43	08/14/2025		A		8,297		(3)	08/14/2035	Common Stock	8,297	$36.43	8,297	D
Deferred Stock Units	(2)	08/14/2025		A		695		(2)	(2)	Common Stock	695	(2)	3,768	D

Explanation of Responses:

1. Reflects grant of restricted stock units (RSUs) which vest in three approximately equal installments on each of the three anniversaries of the grant date.

2. In connection with the vesting on August 14, 2025, of 695 restricted stock units previously granted to the reporting person, the reporting person's receipt of 695 shares of common stock was deferred resulting in the reporting person's receipt instead of 695 shares of deferred stock units into the First Financial Bankshares, Inc. Supplemental Executive Retirement Plan, as amended and restated effected July 26, 2022 (the "SERP"). The reporting person is therefore reporting the disposition of 695 restricted stock units in exchange for an equal number of deferred stock units under the SERP, which are payable upon the reporting person's termination.

3. The options vest 33.33% after one year from the grant date, 66.66% after the second year, and 100% after the third year.

	By: Michelle S. Hickox Attorney in Fact for T. Luke Longhofer	08/18/2025
	** Signature of Reporting Person	Date
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).
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FAQ

What equity awards did FFIN insider T. Luke Longhofer receive on 08/14/2025?

He was granted 2,470 restricted stock units (RSUs) and 8,297 employee stock options with a $36.43 exercise price and 10‑year term.

How do the RSU and option vesting schedules work for the awards in this Form 4 (FFIN)?

The RSUs vest in three approximately equal annual installments; the options vest 33.33% after one year, 66.66% after two years, and 100% after three years.

What happened to the 695 vested RSUs reported in the Form 4 for FFIN?

The 695 vested RSUs were converted into 695 deferred stock units under the First Financial Bankshares Supplemental Executive Retirement Plan (SERP), payable upon termination.

How many shares does T. Luke Longhofer beneficially own after these transactions?

Following the reported transactions, he beneficially owns 39,907 shares.

What is the exercise price and expiration date of the options reported on this Form 4 (FFIN)?

The options have an exercise price of $36.43 and an expiration date of 08/14/2035.