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[8-K] First Internet Bancorp Reports Material Event

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K
Rhea-AI Filing Summary

First Internet Bancorp disclosed that its bank subsidiary entered into an agreement with Blackstone Real Estate Debt Strategies affiliates to sell a performing single-tenant lease financing loan portfolio. The Agreement allowed sale of up to $869 million aggregate principal balance; following satisfaction of closing conditions the Bank completed a Sale of $836.9 million aggregate principal balance for net proceeds, after transaction costs, of $794.2 million.

The filing states $27.9 million of the Portfolio remains under review and may be sold later under the Agreement. The Company also entered into a servicing agreement under which it will continue to provide loan servicing and other administrative services for the loans sold. The summary in the filing is qualified by reference to the full Agreement, filed as an exhibit.

Positive
  • None.
Negative
  • None.

Insights

TL;DR Sale of most of the loan portfolio generated substantial liquidity while retaining servicing revenue stream.

The transaction converted a large portion of performing lease financing loans into $794.2 million of net cash proceeds, materially increasing near-term liquidity on the balance sheet. Retaining servicing duties preserves recurring fee income and operational control over borrower interactions. The fact that $27.9 million remains subject to review introduces limited near-term uncertainty about the final portfolio size sold. The filing’s cross-reference to the full Agreement means investors should review Exhibit 10.1 for detailed covenants, indemnities, and pricing mechanics to assess credit risk transfer and any residual exposures.

TL;DR A large, structured loan sale to institutional buyers suggests a strategic balance-sheet optimization.

The Bank sold $836.9 million of performing single-tenant lease financing loans under a Loan Portfolio Purchase Agreement with Blackstone affiliates, receiving $794.2 million net. Such a sale typically reduces on-balance-sheet credit exposure and may free capital for growth or de-risking, while a servicing agreement keeps operational continuity. The remaining $27.9 million still under review could reflect repurchase, underwriting, or documentation contingencies; the Agreement exhibit should be reviewed for representations, warranties, purchase price adjustments, and servicing fee terms to understand long-term economics and any contingent liabilities.

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported): September 18, 2025
First Internet Bancorp
(Exact Name of Registrant as Specified in Its Charter)
Indiana
(State or Other Jurisdiction of Incorporation)
001-3575020-3489991
(Commission File Number)(IRS Employer Identification No.)
8701 E. 116th Street46038
Fishers, Indiana
(Address of Principal Executive Offices)(Zip Code)
(317) 532-7900
(Registrant's Telephone Number, Including Area Code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

        Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

        Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading SymbolsName of each exchange on which registered
Common Stock, without par valueINBKThe Nasdaq Stock Market LLC
6.0% Fixed to Floating Subordinated Notes due 2029INBKZThe Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

                                    Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨



Item 2.01    Completion of Acquisition or Disposition of Assets.

As previously disclosed, on September 5, 2025, First Internet Bancorp’s wholly-owned subsidiary, First Internet Bank of Indiana (the “Bank”) entered into a Loan Portfolio Purchase Agreement (the “Agreement”) with entities affiliated with Blackstone Real Estate Debt Strategies (collectively, the “Purchasers”), pursuant to which the Bank agreed to sell up to $869 million aggregate principal balance of performing single-tenant lease financing loans (the “Portfolio”).

Following the satisfaction of the closing conditions of the Agreement, the Bank completed the sale of $836.9 million aggregate principal balance of the Portfolio (the “Sale”) on September 18, 2025 for net proceeds, after transaction costs, of $794.2 million. $27.9 million of the Portfolio remains subject to further review and may be sold to the Purchasers at a later date pursuant to the Agreement.

In connection with the Sale, the Company entered into a servicing agreement with the Purchasers, pursuant to which the Company will continue to provide loan servicing and other administrative services with respect to the mortgage loans sold to the Purchasers.

The foregoing description of the Sale and the Agreement does not purport to be complete and is qualified by reference to the full text of the Agreement, which was filed as Exhibit 10.1 to the Bank’s Current Report on Form 8-K filed with the Securities and Exchange Commission (the “SEC”) on September 10, 2025 and is incorporated by reference into this Item 2.01.

Item 9.01    Financial Statements and Exhibits

NumberDescriptionMethod of filing
10.1
Loan Portfolio Purchase Agreement, dated September 5, 2025 (incorporated by reference to Exhibit 10.1 to First Internet Bancorp’s Current Report on Form 8-K, filed with the SEC on September 10, 2025, file no. 001-35750).
Filed electronically
104Cover Page Interactive Data File (embedded in the cover page formatted in inline XBRL)

* Certain exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K. A copy of any omitted exhibit will be furnished supplementally to the Commission upon request. Additionally, certain information that would constitute an unwarranted invasion of personal privacy has been redacted pursuant to Item 601(a)(6) of Regulation S-K.



SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated:September 22, 2025
FIRST INTERNET BANCORP
By:/s/ Kenneth J. Lovik
Kenneth J. Lovik, Executive Vice President & Chief Financial Officer


First Internet Bancorp

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