[Form 4] First Financial Bankshares Inc Insider Trading Activity

Rhea-AI Filing Summary

First Financial Bankshares, Inc. (FFIN) Form 4 reports insider transactions by Chief Risk Officer Randall Allen Roewe on 08/14/2025. The filing shows a grant of 1,601 restricted stock units (RSUs) and the acquisition of 5,377 employee stock options with an exercise price of $36.43 and an expiration date of 08/14/2035. Additionally, 566 previously granted RSUs vested on the same date and were deferred into the company’s Supplemental Executive Retirement Plan (SERP), resulting in 566 deferred stock units.

The RSUs vest in three roughly equal annual installments and the options vest 33.33% after one year, 66.66% after two years, and 100% after three years. After these transactions the reporting person beneficially owned 34,154 shares directly and 2,918 shares as deferred stock units, per the Form 4 calculations.

Positive

• Grant of long-term incentives: 1,601 RSUs and 5,377 options align executive compensation with future performance
• Clear vesting schedules: RSUs vest over three years and options vest in staged tranches, supporting retention
• SERP deferral: 566 vested RSUs were deferred into the Supplemental Executive Retirement Plan rather than sold

Negative

• None.

Insights

Securities Analyst

TL;DR: Routine executive compensation and deferral activity; no sale of shares or unexplained dispositions.

The filing documents standard long-term incentive awards: a grant of 1,601 RSUs, vesting schedule across three years, and 5,377 stock options at a $36.43 strike price expiring in 2035. The conversion of vested RSUs into 566 deferred stock units under the SERP is an administrative deferral rather than a market sale. For investors, these are retention-focused actions that align executive pay with multi-year performance without immediate dilution from exercised options.

Corporate Governance Expert

TL;DR: Compensation disclosure is consistent with standard governance practices for senior officers.

The reported awards and the SERP deferral are disclosed clearly and include vesting timelines and conversion mechanics. Vesting schedules (three equal RSU installments; option vesting at 33.33%/66.66%/100%) indicate multi-year retention incentives. The Form 4 shows the transactions were processed via an attorney-in-fact signature, and the reporting person remains an officer and director, consistent with typical disclosure protocols.

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^*

Roewe Randall Allen

(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)
	Chief Risk Officer

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		1,601(1)	A	$0	34,720	D
Common Stock	08/14/2025		D		566(2)	D	(2)	34,154	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		5,377		(3)	08/14/2035	Common Stock	5,377	$36.43	5,377	D
Deferred Stock Units	(2)	08/14/2025		A		566		(2)	(2)	Common Stock	566	(2)	2,918	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 566 restricted stock units previously granted to the reporting person, the reporting person's receipt of 566 shares of common stock was deferred resulting in the reporting person's receipt instead of 566 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 566 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 Randall Allen Roewe	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).
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 Number.

FAQ

What insider transactions did FFIN Chief Risk Officer Randall Allen Roewe report on Form 4?

The Form 4 reports a grant of 1,601 RSUs, acquisition of 5,377 employee stock options at a $36.43 exercise price expiring 08/14/2035, and the deferral of 566 vested RSUs into the SERP.

How do the RSU and option vesting schedules work for the reported awards?

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.

Did the reporting person sell any shares in this filing for FFIN?

No sale of shares is reported; vested RSUs were deferred into the company’s SERP rather than sold, and options were granted, not exercised for cash.

How many shares does the reporting person beneficially own after these transactions?

Following the reported transactions the Form 4 shows 34,154 shares beneficially owned directly and 2,918 shares as deferred stock units.

What is the significance of deferring vested RSUs into the SERP?

The Form 4 states that 566 vested RSUs were converted into deferred stock units under the SERP, which are payable upon the reporting person’s termination, indicating a deferral for retirement or future payout purposes.