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Investar Holding Corporation is asking shareholders to vote at its 2026 Annual Meeting on May 20, 2026 in Baton Rouge. Shareholders of record as of March 23, 2026, when 13,744,225 common shares were outstanding, can vote in person, online, by phone or by mail.
Investors will elect 13 directors for one-year terms, ratify BDO USA, P.C. as independent auditor for fiscal 2026, and cast advisory votes on executive pay and how often to hold future say‑on‑pay votes. They will also decide whether to approve a Second Amended and Restated 2017 Long‑Term Incentive Compensation Plan authorizing up to 1,800,000 shares for stock‑based awards, with annual limits of 100,000 shares per participant and 30,000 per non‑management director, aligning equity incentives with long‑term performance.
Investar Holding Corp Chief Financial Officer John R. Campbell reported routine equity compensation activity in company stock. He received a grant of 8,694 shares of Common Stock at no cost, described as restricted stock units that convert into common stock on a one-for-one basis and vest in equal increments on the anniversary dates for the next five years.
On the same date, 1,020 shares of Common Stock were disposed of through a tax-withholding disposition at $27.50 per share, covering tax obligations rather than an open-market sale. Following these transactions, Campbell directly owned 29,147 shares of Investar Holding Corp Common Stock.
Investar Holding Corp Chief Executive Officer John J. D'Angelo reported compensation-related equity changes in company common stock. He received 16,324 restricted stock units that convert into common shares on a one-for-one basis, vesting in equal installments on the anniversary dates over the next five years. To cover tax obligations, 4,158 shares were disposed of at $27.50 per share as a tax-withholding mechanism rather than an open-market sale. Following these transactions, he directly owns 252,956 common shares, with additional indirect holdings of 35,486 shares in a 401(k), 2,099 shares held for his children, and 250 shares held by his spouse.
Investar Holding Corp deputy chief financial officer Corey E. Moore reported compensation-related stock transactions. He received a grant of 1,818 shares of common stock at no cost, structured as restricted stock units that convert into common shares on a one-for-one basis.
On the same date, 463 shares were disposed of to satisfy tax obligations at a price of $27.50 per share, a tax-withholding disposition rather than an open-market sale. After these transactions, Moore directly owned 8,649 shares of Investar common stock. The restricted stock units vest in equal increments on each anniversary date over the next five years.
Investar Holding Corp Chief Operations Officer Linda M. Crochet reported compensation-related stock activity. She received a grant of 4,563 restricted stock units that convert into common stock on a one-for-one basis, vesting in equal increments on the anniversary dates over the next five years.
On the same date, 1,517 shares of common stock were disposed of as a tax-withholding transaction at $27.50 per share to cover obligations tied to the award. After these transactions, she directly owned 29,275 shares of Investar common stock, reflecting a routine equity compensation event rather than an open-market trade.
Investar Holding Corp’s Chief Risk Officer Martin Jeffrey Wayne reported compensation-related stock transactions. He received a grant of 4,339 restricted stock units that convert into common shares on a one-for-one basis, vesting in equal increments on the anniversary dates over the next five years.
To cover tax obligations, 1,396 shares of common stock were withheld at $27.50 per share. After these entries, he holds 24,466 shares directly and 5,027 shares indirectly through a 401(k) account.
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.
The Vanguard Group amended a Schedule 13G/A to report 0 shares beneficially owned of Investar Holding Corp common stock. The filing states Vanguard underwent an internal realignment and is reporting certain subsidiaries separately in reliance on SEC Release No. 34-39538.
The amendment is signed by Ashley Grim, Head of Global Fund Administration, dated 03/27/2026.
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.