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First Financial (FFIN) EVP-CIO receives RSUs and 4,302-share option grant

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

John J. Ruzicka Jr., EVP-CIO of First Financial Bankshares, Inc. (FFIN), reported insider transactions dated 08/14/2025. The filing shows a grant of 1,281 restricted stock units (RSUs) that vest in three approximately equal annual installments. On the same date 453 RSUs vested and were exchanged for 453 deferred stock units under the companys Supplemental Executive Retirement Plan (SERP), payable upon termination. The reporting person also received an employee stock option to buy 4,302 shares at a $36.43 exercise price, exercisable beginning 08/14/2025 and expiring 08/14/2035; the option vests over three years (33.33%/66.66%/100%). The report was filed 08/18/2025 and signed by an attorney-in-fact.

Positive

  • None.

Negative

  • None.

Insights

TL;DR: Compensation awards align with retention and long-term incentive structures without immediate cash transfer.

The filing documents customary equity-based compensation and deferral mechanics for an executive officer. The grant of 1,281 RSUs with three-year vesting and an option award exercisable through 2035 are standard retention and alignment tools. The conversion of 453 vested RSUs into deferred stock units under the SERP indicates utilization of the company's executive retirement arrangement rather than immediate receipt of shares.

TL;DR: Equity awards and option terms provide multi-year upside exposure; vesting schedule limits near-term share dilution.

The employee stock option at a $36.43 strike for 4,302 shares and RSU grants that vest over three years create staged ownership transfer and potential future dilution when vested/exercised. The SERP deferral of 453 vested RSUs postpones share delivery until termination events, preserving current share counts while securing executive benefits.

Insider Ruzicka John James Jr
Role EVP-CIO
Type Security Shares Price Value
Grant/Award Employee Stock Option, Right to Buy 4,302 $36.43 $157K
Grant/Award Deferred Stock Units 453 $0.00 --
Grant/Award Common Stock 1,281 $0.00 --
Disposition Common Stock 453 $0.00 --
Holdings After Transaction: Employee Stock Option, Right to Buy — 4,302 shares (Direct); Deferred Stock Units — 2,679 shares (Direct); Common Stock — 13,227 shares (Direct)
Footnotes (1)
  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. In connection with the vesting on August 14, 2025, of 453 restricted stock units previously granted to the reporting person, the reporting person's receipt of 453 shares of common stock was deferred resulting in the reporting person's receipt instead of 453 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 453 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. The options vest 33.33% after one year from the grant date, 66.66% after the second year, and 100% after the third year.
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Form 4 Insider Transactions: What Each Field Means →
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
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
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*
Ruzicka John James Jr
(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)
EVP-CIO
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 1,281(1) A $0 13,227 D
Common Stock 08/14/2025 D 453(2) D (2) 12,774 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 4,302 (3) 08/14/2035 Common Stock 4,302 $36.43 4,302 D
Deferred Stock Units (2) 08/14/2025 A 453 (2) (2) Common Stock 453 (2) 2,679 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 453 restricted stock units previously granted to the reporting person, the reporting person's receipt of 453 shares of common stock was deferred resulting in the reporting person's receipt instead of 453 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 453 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 John J. Ruzicka, Jr. 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.

Source: View Original Filing on SEC EDGAR

FAQ

What transactions did FFIN EVP-CIO John J. Ruzicka Jr. report on Form 4?

The report discloses a grant of 1,281 RSUs, the vesting and deferral of 453 RSUs into the SERP, and an employee stock option for 4,302 shares at a $36.43 strike.

When did the transactions occur for FFIN insider John J. Ruzicka Jr.?

All reported transactions are dated 08/14/2025, and the Form 4 was filed on 08/18/2025.

What are the terms of the employee stock option reported by FFIN insider?

The option covers 4,302 shares at an exercise price of $36.43, exercisable beginning 08/14/2025 and expiring 08/14/2035, with a three-year vesting schedule.

What happened to the 453 vested RSUs in the filing?

The 453 vested RSUs were exchanged for 453 deferred stock units under the First Financial Bankshares, Inc. Supplemental Executive Retirement Plan (SERP), payable upon termination.

How many shares does John J. Ruzicka Jr. beneficially own following these transactions?

The Form 4 reports 13,227 shares following the RSU grant line and 12,774 shares following the RSU disposition/deferral line, as shown on the filing.