Every 8-K that Investar Holding Corporation (ISTR) 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 ISTR 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 ISTR filings page.
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.
Investar Holding Corporation reported second quarter 2026 net income available to common shareholders of $8.9 million, or $0.61 per diluted share, compared with $11.5 million, or $0.77, in the prior quarter and $4.5 million, or $0.46, a year earlier. Net interest income was $33.4 million and net interest margin improved to 3.67%, while adjusted net interest margin was 3.39%.
Total loans were $3.06 billion and total deposits $3.21 billion at June 30, 2026, both higher year over year following the Wichita Falls Bancshares acquisition. The business lending portfolio reached $1.21 billion. Nonperforming loans were 0.63% of total loans with an allowance equal to 1.18% of loans, and the holding company’s total capital ratio was 14.99%. Book value per common share was $28.29 and tangible book value $23.09.
The company increased its quarterly common dividend 9% to $0.12 per share and repurchased 27,235 shares at an average price of $27.68. It also entered into new employment, salary continuation and split‑dollar life insurance agreements with executives Linda Crochet and Jeffrey Martin, providing specified base salaries, incentive opportunities, severance protections and long‑term deferred compensation.
Investar Holding Corporation changed its external auditor in mid-2026. On June 17, 2026, the audit committee dismissed BDO USA, P.C. as the independent registered public accounting firm and, on the same date, engaged Wipfli LLP to audit the fiscal year ending December 31, 2026.
The filing notes that BDO’s (formerly Horne’s) reports on the company’s financial statements for the years ended December 31, 2025 and 2024 contained no adverse opinions, disclaimers, or qualifications. It also states there were no disagreements or reportable events with BDO over accounting principles, disclosures, or audit procedures during those periods or through the dismissal date.
Investar Holding Corporation reported results from its 2026 Annual Meeting, where shareholders approved a Second Amended and Restated 2017 Long-Term Incentive Compensation Plan. The plan is designed to align employees and directors with stockholders through equity-based awards.
The plan authorizes issuance of up to 1,800,000 shares of common stock, with annual limits of 100,000 shares per participant and 30,000 shares per non-employee director. It runs until May 19, 2036 unless ended earlier, and is administered by the board’s compensation committee.
Shareholders elected 13 directors, ratified BDO USA, P.C. as auditor for the 2026 fiscal year, approved executive compensation on an advisory basis, and chose to hold future say-on-pay votes annually. They also formally approved the updated long-term incentive plan.
Investar Holding Corporation reported sharply stronger first quarter 2026 results driven by its acquisition of Wichita Falls Bancshares and improved balance sheet mix. Net income available to common shareholders rose to $11.5 million, with diluted earnings per share increasing to $0.77 from $0.51 in the prior quarter and $0.63 a year earlier. Core diluted earnings per share improved to $0.87, highlighting underlying earnings momentum.
Average total assets reached $3.91 billion, up more than one‑third year over year, as total loans grew to $3.07 billion and deposits to $3.23 billion, largely reflecting the WFB acquisition. Net interest income climbed to $32.7 million and net interest margin expanded to 3.59%, supported by a higher yield on interest‑earning assets and lower deposit and funding costs, including reduced brokered time deposits.
Credit quality remained manageable but showed some pressure as nonperforming loans rose to $20.3 million, or 0.66% of total loans, compared with 0.43% in the prior quarter. The allowance for credit losses stood at $36.0 million, or 1.17% of total loans, and the company recorded a $2.1 million reversal of credit losses. Stockholders’ equity increased to $414.6 million, aided by the WFB acquisition and prior preferred stock issuance, while the core efficiency ratio improved to 58.46% as revenue growth outpaced higher operating expenses.
Investar Holding Corporation filed a report updating the prospectus for the resale of common stock issuable from its 6.5% Series A Non-Cumulative Perpetual Convertible Preferred Stock. The update adds detailed historical and pro forma information for Wichita Falls Bancshares, Inc. and its merger with Investar.
Wichita Falls Bancshares reported total assets of $1.16 billion and deposits of $1.02 billion as of December 31, 2025, down from $1.54 billion and $1.15 billion a year earlier. Net income for 2025 was $4.27 million, compared with $5.88 million in 2024, with basic earnings per share of $6.87. The filing also includes audited financial statements, management’s discussion and analysis, and unaudited pro forma combined statements reflecting the acquisition’s impact on Investar.
Investar Holding Corporation filed an amended report to provide detailed financial statements and unaudited pro forma information for its acquisition of Wichita Falls Bancshares, Inc. (WFB), parent of First National Bank.
Under the merger agreement, all WFB shares were converted into total consideration of $7.2 million in cash and 3,955,272 shares of Investar common stock, for an aggregate value of about $112.9 million based on a $26.72 share price as of December 31, 2025. Using acquisition accounting, Investar records estimated goodwill of approximately $22.0 million and a core deposit intangible of about $14.3 million.
On a pro forma basis as of September 30, 2025, the combined company shows total assets of $4.11 billion and pro forma net income of $26.3 million for the nine months ended that date, with basic earnings per share of 2.00 and diluted earnings per share of 1.91. Management emphasizes that fair value marks and purchase accounting allocations are preliminary, may change materially after final valuation work, and that the pro forma results are illustrative only. Expected cost savings and revenue synergies from integrating WFB are not reflected in the pro forma figures.
Investar Holding Corporation, the holding company of Investar Bank, National Association, reported that it issued a press release announcing its financial results for the fourth quarter of 2025. The company also made available an earnings release and an investor presentation covering the quarter ended December 31, 2025, posting these materials on its website.
The materials include forward-looking statements and a cautionary note outlining important factors that could cause actual results to differ from expectations. The earnings release and investor presentation are provided as exhibits to this report but are furnished rather than filed, meaning they are not automatically subject to certain liability provisions or incorporated into other securities filings unless specifically referenced.
Investar Holding Corporation (ISTR) filed an 8‑K to update prospectus information tied to its Wichita Falls Bancshares, Inc. (WFB) merger. The filing adds WFB historical financials and Investar/WFB pro forma data that are incorporated by reference into the Final Prospectus for the registered resale of common stock issuable upon conversion of Investar’s Series A preferred.
Investar previously sold 32,500 shares of 6.5% Series A Non‑Cumulative Perpetual Convertible Preferred Stock in a private placement and agreed to register the resale of the related common shares. The 8‑K furnishes: (i) WFB unaudited consolidated financial statements as of September 30, 2025 and December 31, 2024, and for the nine months ended September 30, 2025 and 2024 (Ex. 99.1); (ii) WFB MD&A for the same periods (Ex. 99.2); and (iii) Investar’s unaudited pro forma combined condensed consolidated balance sheet as of September 30, 2025 and statement of income for the nine months ended September 30, 2025 (Ex. 99.3).
Investar Holding Corporation changed its independent auditor following a firm combination. On November 1, 2025, Horne LLP’s partners and staff joined BDO USA, P.C., and Horne resigned as Investar’s auditor. With Audit Committee approval, Investar appointed BDO as its independent registered public accounting firm on November 3, 2025.
Horne’s reports on Investar’s financial statements for 2024 and 2023 carried no adverse opinion, disclaimer, or qualifications. The company reports no disagreements with Horne through October 31, 2025, and no consultations with BDO on accounting or audit matters prior to engagement.
Investar Holding Corporation finalized new executive agreements for its Bank’s CFO, John R. Campbell, and disclosed a prearranged trading plan by its CEO. The CFO Employment Agreement runs through October 31, 2028 with automatic one-year renewals and sets a $350,000 annual base salary, plus eligibility for an annual incentive of up to 45% of base salary, subject to Board discretion. If terminated without cause or for good reason, he would receive accrued pay and benefits, an amount equal to his then-current base salary plus his three-year average bonus paid over 12 months, and continued medical coverage for 18 months. If a change in control occurs and qualifying termination follows (or occurs within six months prior), he also receives a lump sum equal to 50% of the same base‑plus‑bonus amount. Post-employment covenants include non-compete and related restrictions for 12 months, or 24 months after a change in control.
The Salary Continuation Agreement provides $125,000 per year beginning at age 65, paid monthly over 120 months, with a change‑in‑control lump sum based on the accrual balance and specified forfeiture conditions. A Split Dollar Life Insurance Agreement divides death proceeds under Bank-owned policies, with the beneficiary eligible for a benefit capped at 100% of the Net Amount at Risk. Separately, CEO John J. D’Angelo adopted a Rule 10b5‑1 plan on October 28, 2025 to exercise up to 26,163 options expiring in March 2026, effective January 26, 2026 and ending on or before March 31, 2026; any transactions will be reported on Form 4.
Investar Holding Corporation reported that shareholders approved its Agreement and Plan of Merger with Wichita Falls Bancshares, Inc., including the issuance of Investar common stock as merger consideration.
The Merger Proposal passed with 6,745,993 votes for, 7,921 against, and 76,777 abstaining, with no broker non-votes. As of the September 2, 2025 record date, there were 9,825,883 shares outstanding, and a quorum was present with 6,830,691 shares represented. The adjournment proposal was not needed and was not voted.
The company later announced in a press release that shareholder and regulatory approvals for the merger had been obtained.
Investar Holding Corporation furnished an 8-K announcing it issued a press release reporting third quarter 2025 results and posted its earnings release and investor presentation on its website. The company noted the materials include forward-looking statements with a cautionary note outlining factors that could cause actual results to differ.
Copies of the documents were furnished as Exhibit 99.1 (earnings release for the quarter ended September 30, 2025) and Exhibit 99.2 (investor presentation), both dated October 20, 2025. The information is furnished, not filed, under the Exchange Act.