Investar CEO adopts plan to exercise 16,952 options

Investar Holding Corporation reports its CEO has adopted a Rule 10b5-1 plan to exercise expiring options and sell related shares within a defined trading window.

Rhea-AI Filing Summary

Investar Holding Corporation (ISTR) disclosed that President and Chief Executive Officer John J. D’Angelo adopted a prearranged stock trading plan under Rule 10b5-1 on September 4, 2026, during an open trading window. The plan covers the orderly exercise of up to 16,952 stock options that are set to expire in March 2027 and the related sale of the acquired shares. The plan becomes effective on December 3, 2026 and will expire on or before March 31, 2027 as part of Mr. D’Angelo’s personal long-term financial and tax planning strategies. The company states that Mr. D’Angelo continues to hold a significant number of fully-vested shares that exceed its share ownership guidelines, and that any transactions under the plan will be reported on Form 4.

Filing Explained

The filing adds that Investar has no obligation to report Rule 10b5-1 plans adopted by officers or directors, or modifications or terminations of publicly announced plans, except as required by law.

8-K Event Classification

Item 8.01 — Other Events

1 item

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Key Figures

Stock options covered by plan: 16,952 options Plan effective date: December 3, 2026 Plan expiration date: On or before March 31, 2027 +2 more

5 metrics

Stock options covered by plan 16,952 options Maximum options CEO John J. D’Angelo may exercise under the Rule 10b5-1 plan before they expire in March 2027

Plan effective date December 3, 2026 Date on which the CEO’s Rule 10b5-1 trading plan becomes effective

Plan expiration date On or before March 31, 2027 Outside date by which the CEO’s Rule 10b5-1 trading plan will expire

Option expiration month and year March 2027 Month and year when the stock options covered by the plan are set to expire

Trading window adoption date September 4, 2026 Date on which the CEO adopted the prearranged stock trading plan during an open trading window

Key Terms

Rule 10b5-1, prearranged stock trading plan, Insider Trading Policy, Form 4 filings

4 terms

Rule 10b5-1 regulatory

"This plan was adopted in accordance with Rule 10b5-1 under the Securities Exchange Act"

Rule 10b5-1 is a regulation that allows company insiders to buy or sell their shares at predetermined times, even if they have access to non-public information. It acts like setting a schedule in advance for transactions, helping prevent accusations of unfair trading. This rule provides a way for insiders to plan trades transparently, giving investors confidence that these transactions are not based on hidden information.

prearranged stock trading plan financial

"adopted a prearranged stock trading plan (the “Plan”) to exercise Company stock options"

Insider Trading Policy regulatory

"This plan was adopted in accordance with Rule 10b5-1 ... and the Company’s Insider Trading Policy"

A written set of rules that tells employees, executives and board members what information they may not use to buy or sell a company's stock and when trading is allowed. Think of it as a playbook or house rules that prevent people with secret knowledge from getting an unfair advantage; it matters to investors because it helps protect fair markets, preserves trust in management, and reduces the risk of legal penalties that can hurt a company’s value.

Form 4 filings regulatory

"Any transactions under the Plan will be publicly reported through Form 4 filings"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Investar Holding Corporation (ISTR) announce regarding its CEO on September 4, 2026?

Investar Holding Corporation announced that CEO John J. D’Angelo adopted a prearranged stock trading plan under Rule 10b5-1 to exercise expiring stock options and sell a portion of the acquired shares within a specified period.

How many stock options are covered by the CEO’s Rule 10b5-1 plan at ISTR?

The plan provides for the orderly exercise of up to 16,952 stock options held by CEO John J. D’Angelo that are set to expire in March 2027, along with the related sale of the acquired shares.

When does the Investar (ISTR) CEO’s 10b5-1 trading plan become effective and when does it end?

The plan becomes effective on December 3, 2026 and will expire on or before March 31, 2027, covering the period before the stock options’ March 2027 expiration.

Why did the Investar (ISTR) CEO enter into this Rule 10b5-1 trading plan?

The company states that CEO John J. D’Angelo entered into the plan as part of his personal long-term financial and tax planning strategies, in accordance with Rule 10b5-1 and the company’s Insider Trading Policy.

Will Investar Holding Corporation (ISTR) report trades made under the CEO’s plan?

Yes. The company states that any transactions under the plan will be publicly reported through Form 4 filings with the SEC, consistent with standard insider transaction reporting requirements.

Does the Investar (ISTR) CEO still hold a significant equity position after adopting this plan?

Yes. The company notes that John J. D’Angelo continues to hold a significant number of fully-vested shares, which exceed the company’s guidelines for share ownership.

Will Investar (ISTR) disclose future 10b5-1 plans by other officers or directors?

The company states that other officers or directors may in the future enter into Rule 10b5-1 trading plans, but it undertakes no obligation to report such plans or any modifications or terminations, except to the extent required by law.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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false 0001602658 0001602658 2026-09-04 2026-09-04

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 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 4, 2026

Investar Holding Corporation

(Exact name of registrant as specified in its charter)

Louisiana	001-36522	27-1560715
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

10500 Coursey Blvd.

Baton Rouge, Louisiana 70816

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (225) 227-2222

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:

☐         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 class	Trading Symbol(s)	Name of each exchange on which registered
Common stock, $1.00 par value per share	ISTR	The Nasdaq Global Market

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 8.01 Other Events

On September 4, 2026, during an open trading window, John J. D’Angelo, President and Chief Executive Officer of Investar Holding Corporation (the “Company”), adopted a prearranged stock trading plan (the “Plan”) to exercise Company stock options that are set to expire in March 2027 and sell a portion of the acquired stock. This plan was adopted in accordance with Rule 10b5-1 under the Securities Exchange Act of 1934, as amended, and the Company’s Insider Trading Policy. The Plan becomes effective on December 3, 2026 and will expire on or before March 31, 2027.

Mr. D’Angelo entered into the Plan as part of his personal long-term financial and tax planning strategies. The Plan provides for the orderly exercise of up to 16,952 stock options held by Mr. D’Angelo that will expire in March 2027, and the related sale of the acquired shares. Mr. D’Angelo continues to hold a significant number of fully-vested shares, exceeding the Company’s guidelines for share ownership. Any transactions under the Plan will be publicly reported through Form 4 filings with the Securities and Exchange Commission.

Other officers or directors of the Company may, in the future, enter into Rule 10b5-1 trading plans related to the Company’s shares. The Company undertakes no obligation to report Rule 10b5-1 trading plans adopted by any of its officers or directors, or to report any modifications or terminations of any publicly announced plans, except to the extent required by law.

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.

		INVESTAR HOLDING CORPORATION
Date: September 9, 2026		By:	/s/ John J. D’Angelo
			John J. D’Angelo
			President and Chief Executive Officer

Filing Exhibits & Attachments

4 documents

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 3.5 KB
• EX-101 XBRL TAXONOMY EXTENSION DEFINITION LINKBASE 11.2 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 15.0 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 11.3 KB