First Financial (FFIN) CAO Defers 1,919 RSUs into Retirement Plan

Rhea-AI Filing Summary

Ronald D. Butler II, Chief Administrative Officer and director of First Financial Bankshares, Inc. (FFIN), reported a transaction dated 08/16/2025 in which 1,919 restricted stock units (RSUs) vested and were not paid out as shares but instead were exchanged for 1,919 deferred stock units under the company’s Supplemental Executive Retirement Plan (SERP). Following the transaction the reporting person beneficially owns 172,131 shares of common stock and 8,168 deferred stock units. The Form 4 was filed by a single reporting person and signed by an attorney-in-fact on 08/19/2025.

Positive

• 1,919 vested RSUs were converted into 1,919 deferred stock units under the SERP as disclosed
• Reporting person retains material ownership with 172,131 common shares beneficially owned following the transaction
• Transaction was disclosed timely with Form 4 filed and signed by attorney-in-fact

Negative

• None.

Insights

Financial Analyst

TL;DR: A routine vesting resulted in deferral of 1,919 RSUs into the company SERP; no open-market sale or cash proceeds were reported.

The filing documents a non-cash disposition: vested RSUs converted to deferred stock units payable under the SERP, preserving economic exposure without increasing outstanding common shares. Post-transaction beneficial ownership remains significant at 172,131 shares plus 8,168 deferred units, which may maintain alignment with shareholder interests. This is a standard executive compensation settlement rather than a liquidity event.

Corporate Governance Expert

TL;DR: Executive reported deferral of vested RSUs into the SERP, consistent with documented compensation plan mechanics.

The Form 4 discloses that 1,919 RSUs vested on 08/16/2025 and were exchanged for 1,919 deferred stock units under the First Financial Bankshares, Inc. SERP as amended and restated July 26, 2022. The reporting person’s role (CAO and director) is disclosed and the filing was executed by an attorney-in-fact. This appears to be an administrative compensation deferral with no indication of change in control, sale, or external transfer.

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^*

Butler Ronald David II

(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)
	CAO

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		1,919(1)	D	(1)	172,131	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 Unit	(1)	08/16/2025		A		1,919		(1)	(1)	Common Stock	1,919	(1)	8,168	D

Explanation of Responses:

1. In connection with the vesting on August 16, 2025, of 1,919 restricted stock units previously granted to the reporting person, the reporting person's receipt of 1,919 shares of common stock was deferred resulting in the reporting person's receipt instead of 1,919 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 1,919 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 Ronald D. Butler II	08/19/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What did Ronald D. Butler II report on Form 4 for FFIN?

The Form 4 reports that 1,919 restricted stock units vested on 08/16/2025 and were exchanged for 1,919 deferred stock units under the company SERP.

How many shares does the reporting person beneficially own after the transaction?

After the reported transaction the filing shows 172,131 shares of common stock beneficially owned and 8,168 deferred stock units.

Was this a sale or cash transaction reported on the Form 4?

No. The filing shows a disposition of RSUs in exchange for deferred stock units under the SERP, not an open-market sale or cash receipt.

When did the transaction occur and when was the Form 4 filed?

The transaction date is 08/16/2025 and the Form 4 was signed by an attorney-in-fact on 08/19/2025.

What position does the reporting person hold at FFIN?

The filing identifies the reporting person, Ronald D. Butler II, as a director and Officer (CAO) of First Financial Bankshares, Inc.