Investar Holding Corp (ISTR) CEO exercises options and sells stock

Rhea-AI Filing Summary

Investar Holding Corp’s Chief Executive Officer and director John J. D’Angelo reported option exercises and share sales in the company’s common stock on January 27, 2026 under a pre-established trading plan adopted on October 28, 2025.

He exercised employee stock options for 26,163 shares at an exercise price of $14.28 per share and sold 26,163 shares at a weighted average price of $28.01 per share for personal estate and tax planning purposes. A separate option exercise for 2,907 shares at $14.28 resulted in a net issuance of 947 shares, with 1,960 shares withheld to cover the exercise price and taxes.

Following these transactions, D’Angelo directly owned 240,790 shares of common stock and had additional indirect holdings of 33,935 shares through a 401(k), 2,099 shares for minor children, and 250 shares held by his spouse.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

D'Angelo John J

(Last) (First) (Middle)

C/O INVESTAR HOLDING CORPORATION

10500 COURSEY BLVD.

(Street)

BATON ROUGE LA 70816

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Investar Holding Corp [ ISTR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
01/27/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	01/27/2026		M(1)		26,163	A	$14.28	266,006	D
Common Stock	01/27/2026		M		2,907	A	$14.28	268,913	D
Common Stock	01/27/2026		S(2)		26,163	D	$28.01	242,750	D
Common Stock	01/27/2026		F(3)		1,960	D	$28.17	240,790	D
Common Stock								33,935	I	401(k)
Common Stock								2,099	I	Minor children
Common Stock								250	I	Spouse

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Employee Stock Option	$14.28	01/27/2026		M(1)			26,163	(4)	03/01/2026	Common Stock	26,163	$0	2,907	D
Employee Stock Option	$14.28	01/27/2026		M			2,907	(4)	03/01/2026	Common Stock	2,907	$0	0	D

Explanation of Responses:

1. Transaction made pursuant to a trading plan adopted by the Reporting Person on October 28, 2025.

2. Shares were sold pursuant to a trading plan adopted by the Reporting Person on October 28, 2025. The reported price is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $27.87 to $28.30 per share. The Reporting Person undertakes to provide to Investar Holding Corporation, any security holder of Investar Holding Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. Sales were undertaken by the Reporting Person for personal estate and tax planning purposes.

3. Represents a "net exercise" of outstanding stock options. The Reporting Person received 947 shares of common stock on net exercise of an option to purchase 2,907 shares of common stock. The Company withheld 1,960 shares of common stock underlying the option to satisfy the exercise price and tax withholding obligations.

4. The option vested in five equal annual installments beginning on March 1, 2017 and is currently exercisable as to all 29,070 shares.

	/s/ John J. D'Angelo	01/29/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transactions did ISTR CEO John J. D’Angelo report?

John J. D’Angelo reported exercising employee stock options and selling Investar Holding Corp (ISTR) common shares. He exercised 26,163 options at $14.28 and sold 26,163 shares at a weighted average price of $28.01, plus completed a separate net exercise of 2,907 options.

Were the ISTR insider share sales part of a trading plan?

Yes. The option exercises and share sales by ISTR’s CEO were executed under a trading plan adopted on October 28, 2025. The filing notes that the sales were undertaken for personal estate and tax planning purposes, indicating they were pre-arranged rather than spontaneous market decisions.

At what prices did the ISTR CEO exercise and sell shares?

The CEO exercised employee stock options at an exercise price of $14.28 per share. He then sold 26,163 shares at a weighted average price of $28.01 per share, with individual sale prices ranging from $27.87 to $28.30, as disclosed in the filing’s detailed footnote.

How many ISTR shares does the CEO own after these Form 4 transactions?

After the reported transactions, the CEO directly owned 240,790 shares of Investar Holding Corp common stock. He also had indirect holdings of 33,935 shares through a 401(k), 2,099 shares held for minor children, and 250 shares held by his spouse, as reported.

What does the net option exercise in the ISTR Form 4 mean?

A net option exercise means some shares from the option are used to cover costs. For 2,907 options, the CEO received 947 shares while 1,960 shares were withheld by the company to satisfy the exercise price and related tax withholding obligations, as specifically described.

How many ISTR stock options became fully exercisable for the CEO?

The filing states that the employee stock option originally covered 29,070 shares and vested in five equal annual installments beginning March 1, 2017. It is currently exercisable as to all 29,070 shares, indicating the entire grant is now fully vested and exercisable.