First Guaranty (NASDAQ: FGBI) insider entities report new 74,846-share acquisition
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Smith Edgar R. III reported open-market purchase transactions in this Form 4 filing.
First Guaranty Bancshares director and 10% owner Edgar R. Smith III reported updated holdings in common stock of the company. An affiliated entity, Smith & Tate Investments, LLC, acquired 74,846 shares at $10.61 per share, and held 859,246 shares after the transaction.
Footnotes explain these shares were issued under a Second Amendment to a promissory note and a Second Amendment to a floating rate subordinated note due 2034 between the company and Smith & Tate Investments, LLC. The filing also lists substantial additional direct and indirect holdings across several related LLCs, and notes that Smith disclaims beneficial ownership of these securities except to the extent of his pecuniary interest.
Positive
- None.
Negative
- None.
Insider Trade Summary
Net Buyer: 74,846 shares ($794,116)
Net Buy
7 txns
Insider
Smith Edgar R. III
Role
null
Bought
74,846 shs ($794K)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Purchase | COMMON STOCK | 74,846 | $10.61 | $794K |
| holding | COMMON STOCK | -- | -- | -- |
| holding | COMMON STOCK | -- | -- | -- |
| holding | COMMON STOCK | -- | -- | -- |
| holding | COMMON STOCK | -- | -- | -- |
| holding | COMMON STOCK | -- | -- | -- |
| holding | COMMON STOCK | -- | -- | -- |
Holdings After Transaction:
COMMON STOCK — 859,246 shares (Indirect, By: Smith & Tate Investments, LLC);
COMMON STOCK — 2,867,467 shares (Direct, null)
Footnotes (1)
- The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein. The shares were issued pursuant to the terms of the Second Amendment to the Promissory Note, dated as of March 20, 2026, by and between First Guaranty Bancshares, Inc., and Smith & Tate Investments, L.L.C. (the "Second Promissory Note Amendment") and the Second Amendment to the First Guaranty Bancshares, Inc. Floating Rate Subordinated Note due March 28, 2034, by and between First Guaranty Bancshares, Inc. and Smith & Tate Investments, L.L.C. (the "Second Subordinated Note Amendment"). The Second Promissory Note Amendment and the Second Subordinated Note Amendment were filed as Exhibit 10.1 and Exhibit 10.2 to the Form 8-K filed by First Guaranty Bancshares, Inc. with the SEC on March 20, 2026.
Key Figures
Shares acquired: 74,846 shares
Purchase price: $10.61 per share
Smith & Tate post-transaction holdings: 859,246 shares
+3 more
6 metrics
Shares acquired
74,846 shares
Common stock acquired by Smith & Tate Investments, LLC
Purchase price
$10.61 per share
Price for 74,846 common shares
Smith & Tate post-transaction holdings
859,246 shares
Indirect holdings after acquisition
Direct holdings
2,867,467 shares
Shares held directly by Edgar R. Smith III
Smith & Hood Holding Company, LLC
1,062,817 shares
Indirect common stock holdings
Big 4 Investments, LLC
340,344 shares
Indirect common stock holdings
Key Terms
beneficial ownership, pecuniary interest, Promissory Note, Floating Rate Subordinated Note, +1 more
5 terms
beneficial ownership financial
"The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein."
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
pecuniary interest financial
"The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein."
Promissory Note financial
"The shares were issued pursuant to the terms of the Second Amendment to the Promissory Note, dated as of March 20, 2026, by and between First Guaranty Bancshares, Inc., and Smith & Tate Investments, L.L.C."
A promissory note is a written IOU in which one party promises to pay a specific sum, often with interest, to another party by a set date or on demand. Investors care because it functions like a loan: it creates a legal claim on future cash flows, carries credit and timing risk, and can affect valuation or liquidity—think of it as a formal, tradable promise to be repaid that can be assessed like any other debt investment.
Floating Rate Subordinated Note financial
"Second Amendment to the First Guaranty Bancshares, Inc. Floating Rate Subordinated Note due March 28, 2034, by and between First Guaranty Bancshares, Inc. and Smith & Tate Investments, L.L.C."
Form 8-K regulatory
"The Second Promissory Note Amendment and the Second Subordinated Note Amendment were filed as Exhibit 10.1 and Exhibit 10.2 to the Form 8-K filed by First Guaranty Bancshares, Inc."
A Form 8-K is a report that companies file with the government to share important news quickly, such as changes in leadership, major business deals, or financial updates. It matters because it helps investors stay informed about significant events that could affect the company's value or stock price.
FAQ
What insider transaction did FGBI director Edgar R. Smith III report?
Edgar R. Smith III reported that Smith & Tate Investments, LLC acquired 74,846 First Guaranty Bancshares shares at $10.61 each, bringing that entity’s holdings to 859,246 shares. The event reflects activity by an affiliated investment LLC rather than a direct personal purchase.
How large are Edgar R. Smith III’s direct FGBI holdings in this Form 4?
The Form 4 lists 2,867,467 shares of First Guaranty Bancshares common stock held directly by Edgar R. Smith III. Additional shares are reported as held indirectly through several LLCs, each separately identified with its own post-transaction share count.
What does the beneficial ownership disclaimer mean in the FGBI Form 4?
The Form 4 states that Edgar R. Smith III disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest. This means the shares are largely held through affiliated entities, and his economic interest may be less than the full share amounts shown.