First Financial (FFIN) Insider Defers 866 Shares to Retirement Plan

Rhea-AI Filing Summary

First Financial Bankshares, Inc. (FFIN) reporting person David W. Bailey recorded transactions related to 866 restricted stock units (RSUs) that vested on 08/16/2025. Rather than receiving 866 shares of common stock, Mr. Bailey deferred receipt and received 866 deferred stock units credited to the company's Supplemental Executive Retirement Plan (SERP) as amended July 26, 2022. The Form 4 shows a disposition of 866 RSUs and an acquisition of 866 deferred stock units, which are payable upon the reporting person’s termination.

Insights

Corporate Governance Expert

TL;DR: Routine executive compensation deferral into a SERP; governance signal of retention, not a sale.

The filing documents a non-sale internal conversion: 866 vested RSUs were surrendered in exchange for 866 deferred stock units under the company's Supplemental Executive Retirement Plan. This is an administrative action tied to compensation plan terms rather than an open-market transaction and does not change the total economic exposure to the company’s equity until payout conditions are met. For governance review, this is consistent with retention-focused arrangements and confirms plan utilization as amended in July 2022.

Compensation & Benefits Analyst

TL;DR: Compensation deferral recorded; impacts timing of share delivery but not declared cash or market sale.

The report indicates that upon RSU vesting on 08/16/2025, the reporting person elected or was required to defer delivery into the SERP, resulting in 866 deferred stock units payable upon termination. This preserves long-term alignment by delaying distribution and may affect reported immediate beneficial ownership counts (866 fewer direct shares). There is no indication of cash proceeds, option exercise, or market disposition in this filing.

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^*

Bailey David William

(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)
	President

3. Date of Earliest Transaction (Month/Day/Year)
08/16/2025

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	08/16/2025		D		866(1)	D	(1)	17,372	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
Deferred Stock Units	(1)	08/16/2025		A		866		(1)	(1)	Common Stock	866	(1)	3,703	D

Explanation of Responses:

1. In connection with the vesting on August 16, 2025, of 866 restricted stock units previously granted to the reporting person, the reporting person's receipt of 866 shares of common stock was deferred resulting in the reporting person's receipt instead of 866 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 866 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.

	By: Michelle S. Hickox Attorney in Fact for David W. Bailey	08/19/2025
	** Signature of Reporting Person	Date
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