Every 8-K that First Foundation Inc. (FFWM) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow FFWM and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full FFWM filings page.
First Foundation Inc. completed its previously announced merger with FirstSun Capital Bancorp, with FirstSun as the surviving corporation and Sunflower Bank as the surviving bank subsidiary. Each First Foundation common share became entitled to receive 0.16083 of a FirstSun common share, with cash for fractional shares.
First Foundation preferred and equity-equivalent securities, including Series A and Series C stock, RSUs and performance-based RSUs, were converted into FirstSun equity using the same 0.16083 exchange ratio, with performance awards becoming service-based only. First Foundation Series C warrants were exercised on a cashless basis and terminated, and warrant holders received Series C stock plus about $17.5 million in cash.
As a result of the merger, First Foundation common stock will be delisted from the NYSE and deregistered, and FirstSun plans to terminate First Foundation’s SEC reporting obligations via Form 15. FirstSun’s charter was amended to increase authorized common shares to 80,000,000 and authorize 20,000,000 shares of new non-voting common stock, allowing eligible former First Foundation holders to elect non-voting shares for ownership above a 4.99% voting threshold. FirstSun’s board was expanded to 13 members, adding five former First Foundation directors.
First Foundation Inc. updated executive contracts and confirmed progress on its planned merger with FirstSun Capital Bancorp. The company extended President and Chief Risk Officer Simone Lagomarsino’s employment term to December 31, 2027 without other material changes.
The company also entered into a new Employment Agreement with CFO James Britton, maintaining his annual base salary at $390,000, with potential discretionary bonuses and standard executive benefits. If his employment is terminated without cause or he resigns for good reason, he will receive a lump-sum severance up to 12 months of base salary, or less if the remaining contract term is shorter. In the event of his death, his beneficiaries would receive an amount equal to 100% of his base annual salary.
The company noted that all required stockholder and bank regulatory approvals for its proposed merger with FirstSun have been obtained, following Federal Reserve approval on March 12, 2026, and it expects the merger to close on April 1, 2026.
First Foundation Inc. reported that all required bank regulators have approved its planned merger with FirstSun Capital Bancorp. The Board of Governors of the Federal Reserve System granted approval, following earlier clearances from the Office of the Comptroller of the Currency and stockholder approvals at both companies.
With regulatory conditions met, First Foundation and FirstSun now expect to close the merger on April 1, 2026, subject only to remaining customary closing conditions. A joint press release with further details is included as an exhibit to this report.
First Foundation Inc. held a special stockholder meeting on February 27, 2026, where four proposals were considered. Stockholders approved the First Foundation merger proposal, the merger compensation proposal, and an amendment proposal by wide margins, as shown in the detailed vote counts.
Because a quorum was present and the merger compensation proposal received the required support, the adjournment proposal was withdrawn and no vote was taken on it. Further details on these proposals are available in the joint proxy statement/prospectus and its supplement filed earlier with the SEC.
First Foundation Inc. reported that it and FirstSun Capital Bancorp received regulatory approval from the Office of the Comptroller of the Currency for the merger of their bank subsidiaries, First Foundation Bank and Sunflower Bank, N.A.
The overall merger of First Foundation with and into FirstSun still requires approval from the Board of Governors of the Federal Reserve System, stockholder approvals at meetings scheduled for February 27, 2026, and satisfaction or waiver of remaining customary closing conditions. The transaction is currently expected to be completed early in the second quarter of 2026.
First Foundation Inc. filed an 8-K describing Amendment No. 1 to its Agreement and Plan of Merger with FirstSun Capital Bancorp. The amendment revises Exhibit E, which is the form of Certificate of Amendment to FirstSun’s charter that will create a class of non-voting common stock. The amendment does not change the merger consideration, the exchange ratio, voting mechanics, or any other economic terms of the planned merger, so the overall structure and value of the transaction remain as previously disclosed.
First Foundation Inc. filed a current report to furnish its latest earnings release. The company issued an earnings announcement covering its consolidated financial results for the quarter and year ended December 31, 2025, dated January 29, 2026. The earnings release is attached as Exhibit 99.1 and is furnished, not filed, under securities law rules.
First Foundation Inc. (FFWM) announced an all‑stock merger with FirstSun Capital Bancorp, under which First Foundation will merge into FirstSun, followed by a bank merger of First Foundation Bank into Sunflower Bank. First Foundation stockholders will receive 0.16083 of a FirstSun common share for each FFWM share at the Effective Time. Upon completion, First Foundation stockholders are expected to own approximately 40.5% of the combined company. The boards of both companies unanimously approved the agreement, which is subject to regulatory and stockholder approvals and other customary closing conditions. The parties anticipate closing in early Q2 2026.
The agreement includes governance and structural terms: a combined 13‑member board (8 FirstSun, 5 First Foundation); a FirstSun charter amendment to increase authorized shares and create a non‑voting common class (available to holders who would otherwise exceed 4.99% and elect non‑voting stock); and support agreements from certain directors/stockholders to vote in favor. Certain FFWM stockholders entered 24‑month lock‑ups with staged releases at 12/18/24 months. Select FFWM warrants will be exercised and terminated for Series C stock plus an $17.5 million aggregate cash payment, with remaining warrants adjusted into FirstSun stock. The agreement provides termination fees of $45.1 million (FirstSun) and $31.4 million (First Foundation) under specified circumstances.
First Foundation Inc. (FFWM) furnished its quarterly results. The company issued an earnings release for the quarter ended September 30, 2025, which is attached as Exhibit 99.1 and incorporated by reference. The company also cancelled its quarterly earnings conference call that had been scheduled for 11:00 a.m. Eastern Time on October 30, 2025.
On October 27, 2025, the company provided a preliminary overview of third‑quarter 2025 results within its Investor Presentation, which is incorporated by reference. The information in this report, including Exhibit 99.1, is being furnished under Regulation FD and, consistent with General Instruction B.2, is not deemed filed for purposes of Section 18 of the Exchange Act.
First Foundation Inc. (FFWM) announced it has signed an Agreement and Plan of Merger with FirstSun Capital Bancorp, under which First Foundation will merge into FirstSun, with FirstSun as the surviving company. Immediately after the corporate merger, First Foundation Bank will merge into Sunflower Bank, National Association, which will remain the surviving bank.
The companies expect closing in early Q2 2026, subject to regulatory approvals, shareholder approvals for both companies, and customary conditions. An investor presentation (Exhibit 99.1) was furnished, and its page 45 contains preliminary earnings estimates for First Foundation’s third quarter of 2025. FirstSun will file a Form S-4 to register shares to be issued to First Foundation stockholders, including a joint proxy statement/prospectus for the shareholder votes.
First Foundation Inc. (FFWM) appointed Parham Medhat as Executive Vice President, Chief Operations Officer of First Foundation Bank. On October 21, 2025, the Bank signed an employment agreement with an initial term ending December 31, 2027. Mr. Medhat will receive a $400,000 annual base salary, a $100,000 signing bonus subject to two‑year pro rata recoupment, and is eligible for a bonus of up to 75% of base salary.
The Bank also executed an employment agreement with Chief Banking Officer Stuart Bernstein, providing a $450,000 base salary and a bonus opportunity up to 100% of base. For either executive, if terminated without cause or for good reason, severance equals the lesser of 12 months of base salary or the remaining term; death benefits equal 100% of base salary. A press release announcing Mr. Medhat’s appointment was furnished under Item 7.01.
First Foundation Inc. appointed Stuart Bernstein as Chief Banking Officer of its wholly owned subsidiary, First Foundation Bank, effective August 11, 2025. Mr. Bernstein, age 54, brings multi-bank experience across consumer and business banking, wealth management, investments and residential lending, including senior roles at Santander NA and MUFG Union Bank. He will receive an annual base salary of $450,000 and may receive a discretionary bonus of up to 100% of base salary, payable half in cash and half in restricted stock units or performance stock units. The Company will enter into its standard indemnification agreement and attached a press release as Exhibit 99.1. The filing states there are no family relationships or Item 404 disclosures required.
First Foundation (NYSE:FFWM) filed a Form 8-K (Item 5.02) disclosing that Christopher Naghibi, Executive Vice President & Chief Operating Officer of First Foundation Bank, notified the company on June 23 2025 of his resignation, effective July 8 2025.
The filing provides no reason for the departure, no severance details and no information on a successor, leaving a key operational post vacant at the wholly-owned bank subsidiary.
- Resignation affects bank-level COO role, a critical position for day-to-day operations and strategic execution.
- Chief Financial Officer James Britton signed the report on June 27 2025.