Every 8-K that Northpointe Bancshares, Inc. (NPB) 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 NPB 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 NPB filings page.
Northpointe Bancshares, Inc. (NPB) announced that Joseph (JB) Long will join Northpointe as Executive Vice President, Chief Operating Officer and Chief Credit Officer, with duties transitioning from Kevin Comps effective September 14, 2026; Mr. Comps will continue as President. The move is framed as part of strengthening the leadership team following the company’s February 2025 IPO.
Mr. Long, age 56, has over 30 years of experience in banking and mortgage-related operations, capital markets, and risk management, including senior roles at Cenlar FSB, Incenter Lender Services, Onity Group (formerly Ocwen) and TIAA Bank (formerly EverBank). His Employment Agreement provides a three-year initial term with automatic one-year renewals, an annual base salary of $333,000 (subject to increase), a target annual cash incentive bonus equal to 100% of base salary, and eligibility for the long-term equity incentive plan.
Upon termination without cause or resignation for good reason, severance includes 18 months of installment payments equal to one times base salary plus bonus, a prorated annual bonus, and up to 18 months of COBRA premiums, subject to a release. If such a termination occurs within 12 months after a change in control, severance increases to a lump sum of 2x base salary plus bonus, plus the prorated bonus and COBRA benefits. The agreement includes 12‑month post-employment confidentiality, non‑competition, and non‑solicitation covenants, and there are no disclosed related-party arrangements or family relationships tied to his appointment.
Northpointe Bancshares, Inc. reported second quarter 2026 net income available to common stockholders of $21.3 million, or $0.60 per diluted share, compared with $21.7 million ($0.62) in the prior quarter and $18.0 million ($0.51) a year earlier. Return on average assets was 1.18% and return on average equity 14.36%, with return on average tangible common equity of 14.69%. Net interest income rose to $42.4 million as average interest-earning assets expanded, while net interest margin narrowed to 2.33%.
Loans held for investment reached $6.48 billion at June 30, 2026, up $69.0 million sequentially and $983.4 million year over year, driven by Mortgage Purchase Program balances of $3.94 billion and All-in-One home equity lines of $797.2 million. Total deposits grew to $5.23 billion, increasing $231.9 million from Q1 and $759.2 million from Q2 2025, while borrowings decreased to $1.51 billion. Asset quality remained solid with net charge-offs of $528,000, or 0.03% of average loans, and non-performing assets of $86.7 million, or 1.15% of total assets. Tangible common equity to tangible assets was 7.78%, tangible book value per share was $16.94, and the board declared a quarterly dividend of $0.025 per share.
Northpointe Bancshares, Inc. held its annual stockholder meeting by conference call on May 13, 2026. As of the March 19, 2026 record date, 34,494,116 common shares were outstanding and entitled to vote, with 29,309,147 shares represented by proxy at the meeting.
Stockholders elected eight directors to one-year terms expiring at the 2027 annual meeting. Support levels varied by nominee, with votes for ranging from 21,097,409 to 27,915,382 and broker non-votes of 1,375,890 for each director. Stockholders also ratified the appointment of RSM US LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026, with 29,305,516 votes for, 3,387 against, and 244 abstentions.
Northpointe Bancshares, Inc. reported strong first quarter 2026 results, with net income to common stockholders of $21.7 million, or $0.62 per diluted share, up from $18.4 million and $0.52 in the prior quarter and $15.0 million and $0.49 a year earlier.
Returns were solid, as return on average assets was 1.28% and return on average equity was 15.32%, while return on average tangible common equity reached 15.71%. Tangible book value per share rose to $16.35, with book value per share at $17.10, supported by balance sheet growth and disciplined credit.
Assets grew to $7.40 billion at March 31, 2026, driven by loans held for investment of $6.41 billion, notably a $435.7 million increase in Mortgage Purchase Program balances and $28.0 million growth in All-in-One home equity loans. Total deposits increased to $5.00 billion, while non‑performing assets declined slightly and net charge‑offs remained low at $266,000. The board declared a quarterly cash dividend of $0.025 per share.
Northpointe Bancshares, Inc. entered into a Subordinated Note Purchase Agreement with an institutional accredited investor and issued a $20.0 million 7.50% fixed-to-floating rate subordinated note due 2036.
The note carries a fixed 7.50% coupon from March 12, 2026 to March 15, 2031, after which the rate resets quarterly to three-month term SOFR plus 415 basis points until maturity or earlier redemption. It is unsecured, subordinated to senior debt, not convertible, and intended to qualify as Tier 2 capital. Northpointe plans to use the net proceeds for general corporate purposes.
Northpointe Bancshares, Inc. reported that three long-serving directors, R. Jeffrey Dean, Bruce L. Edger and John M. Eggemeyer III, have notified the Boards of their intention to retire at the end of their current terms, which conclude at the Company’s 2026 Annual Meeting of Stockholders.
They will not stand for reelection at that meeting and will continue to serve on the Boards and their respective committees until then. The Company states that their decisions to retire are not due to any disagreements regarding operations, policies, or practices, and expresses appreciation for their years of service.
Northpointe Bancshares, Inc. increased the size of its and Northpointe Bank’s boards from 10 to 11 directors and appointed the Honorable Rodney E. Hood as a new independent director, effective February 27, 2026. He also joined the audit committees of both entities, with his initial term running until the 2026 annual meeting, when he will be considered for a one-year term.
The filing highlights Mr. Hood’s extensive regulatory and banking background, including service as Acting Comptroller of the Currency and leadership roles at the FDIC, FSOC, and FFIEC. He will receive non-employee director compensation effective May 13, 2026, including a $70,000 annual cash retainer, an annual grant of restricted stock units with a grant date fair value of $45,000 that vest after one year, and supplemental annual retainers of $15,000 for the Audit Committee chair and $7,500 each for the Compensation and Corporate Governance and Nominating Committee chairs.
Northpointe Bancshares, Inc. reported that it has released its financial results for the quarter ended December 31, 2025 through a press release furnished as an exhibit. The company also provided supplemental financial information with additional details on the same quarterly results, likewise furnished as an exhibit. In addition, Northpointe plans to host a conference call on January 21, 2026 to discuss these quarterly financial results with investors and analysts.
Northpointe Bancshares, Inc. redeemed all of its outstanding 8.25% Fixed-to-Floating Rate Non-Cumulative Perpetual Series A Preferred Stock on December 30, 2025 for an aggregate price of $77.0 million. This amount equals the shares’ face liquidation value plus accrued and unpaid dividends.
The company funded the redemption using net proceeds from its 7.50% Fixed-to-Floating Rate Subordinated Notes due 2035, issued on December 9, 2025, along with cash on hand. This transaction replaces a higher-coupon preferred security with longer-dated subordinated debt and internal cash, altering the mix of the company’s capital structure.
Northpointe Bancshares, Inc. appointed independent director David F. Lawrence as Chairman of its Audit Committee, effective January 1, 2026. He has served on the Audit Committee since August 2025 and brings over 40 years of experience in finance, accounting, financial reporting, audit, compliance, and risk management, including prior service as an audit partner at Crowe LLP leading its Michigan Financial Services Audit Practice.
Lawrence replaces R. Jeffery Dean as Audit Committee Chair; Dean remains on the Audit Committee and the Board. The Board determined that Lawrence meets independence and financial literacy requirements under Securities and Exchange Commission and New York Stock Exchange rules. The company states there are no special arrangements, family relationships, or related party transactions involving Lawrence, and he will be paid under the standard non-employee director compensation program.
Northpointe Bancshares, Inc. entered into a Subordinated Note Purchase Agreement with institutional investors to issue $70.0 million of 7.50% Fixed-to-Floating Rate Subordinated Notes due 2035. The Notes were sold at 100% of face value and are intended to qualify as Tier 2 capital. The company plans to use the net proceeds, together with cash on hand, to redeem its outstanding 8.25% Fixed-to-Floating Rate Non-Cumulative Perpetual Series A Preferred Stock, with that redemption expected to be effective as of December 30, 2025.
The Notes pay a fixed interest rate of 7.50% per year from December 9, 2025 to December 15, 2030, and then switch to a floating rate equal to three-month term SOFR plus 424 basis points, reset quarterly, through maturity or earlier redemption. They mature on December 15, 2035, are unsecured and subordinated obligations of the company, and rank junior to current and future senior indebtedness. Northpointe completed the offering in a private placement exempt from Securities Act registration and furnished a press release announcing the transaction.
Northpointe Bancshares, Inc. reported it issued a press release announcing financial results for the quarter ended September 30, 2025, and furnished supplemental financial information. Both materials were provided as exhibits and are incorporated by reference.
The company will host a conference call on October 22, 2025 to discuss the quarter. The disclosures under Items 2.02 and 7.01 were furnished and are not deemed filed under the Exchange Act except by specific reference.
Northpointe Bancshares expanded its board and added three independent directors to strengthen governance and oversight. The Boards increased from 7 to 10 members and appointed Raj Chaudhary, David Lawrence and John Tuttle, each joining key committees including the Company's Compensation Committee and Corporate Governance and Nominating Committee and the Bank's Audit Committee where noted. Their terms begin on August 12, 2025 and expire at the 2026 Annual Meeting, when they will be considered for one-year terms. The filing states there are no related party transactions and the Board determined each appointee is independent. Director compensation will follow the Company's existing non-employee director plan as described in the April 11, 2025 proxy.