Every 8-K that Prosperity Bancshares Inc (PB) 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 PB 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 PB filings page.
PROSPERITY BANCSHARES, INC. (PB) has filed an amended report to add historical Stellar Bancorp, Inc. financial statements and unaudited pro forma information reflecting Prosperity’s completed acquisition of Stellar on July 1, 2026. Stellar was merged into Prosperity, and Stellar Bank was merged into Prosperity Bank, with Prosperity entities surviving.
The preliminary total merger consideration is $1.99 billion, consisting of $1.41 billion in stock (about 19.4 million PB shares at an exchange ratio of 0.3803) and $578.7 million in cash. On a pro forma basis, total assets increase to $54.2 billion from Prosperity’s standalone $43.6 billion as of March 31, 2026. The preliminary purchase price allocation includes $733.7 million of goodwill and $159.6 million of core deposit intangibles, both subject to change as valuation work is finalized.
For 2025, pro forma net income is $656.3 million with basic EPS of $5.74, compared with Prosperity’s standalone EPS of $5.72. For the three months ended March 31, 2026, pro forma net income is $146.6 million and basic EPS of $1.23, versus $1.16 standalone. The company discloses that integration and other nonrecurring charges are expected but are not included in the pro forma results.
Prosperity Bancshares, Inc. reported Q2 2026 net income of $168.6 million, or $1.67 per diluted share, up from $135.2 million and $1.42 a year earlier. Excluding an $8.2 million net gain on Visa Class B-2 stock and merger expenses, net income was $162.7 million and EPS $1.62, increases of 20.4% and 14.1%.
Net interest income rose 23.5% year over year to $330.6 million and tax-equivalent net interest margin expanded 29 basis points to 3.47%. Noninterest income grew 41.2% to $60.7 million, aided by the Visa-related gain, while noninterest expense increased to $176.2 million, reflecting added American and Southwest operations.
Total assets were $43.873 billion and deposits $32.600 billion at June 30, 2026; noninterest-bearing deposits were $10.7 billion, 32.9% of deposits. Asset quality remained solid with nonperforming assets at 0.34% of average interest-earning assets and an allowance for credit losses on loans of $382.8 million, or 1.53% of total loans.
Prosperity completed the American and Southwest acquisitions earlier in 2026 and closed the Stellar Bancorp merger on July 1, 2026, giving effect to which assets exceed $53 billion, 39% above June 30, 2025. The company declared a $0.60 per share third-quarter dividend and repurchased 200 thousand shares in Q2 under a 5% stock repurchase program.
Prosperity Bancshares, Inc. completed its previously announced acquisition of Stellar Bancorp, Inc. on July 1, 2026. Each Stellar share was converted into 0.3803 Prosperity common shares plus $11.36 in cash, with cash paid in lieu of fractional shares.
Total consideration for the transaction was approximately $590 million in cash and 19 million Prosperity shares, and Prosperity assumed about $2.17 billion in Federal Home Loan Bank of Dallas obligations issued to Stellar Bank. Stellar’s bank subsidiary was merged into Prosperity Bank, and Stellar’s leadership received key roles and board seats in the combined organization.
Prosperity Bancshares, Inc. reported first quarter 2026 net income of $116.3 million, or $1.16 per diluted share, down from $130.2 million, or $1.37, a year earlier, largely due to $42.5 million of merger-related expenses. Excluding these charges, net income was $149.9 million and diluted EPS was $1.50.
Total loans rose to $25.29 billion and deposits to $32.63 billion, driven mainly by the completed acquisitions of American Bank Holding Corporation and Southwest Bancshares, Inc. The net interest margin improved to 3.51%, while nonperforming assets were 0.33% of average interest-earning assets and net charge-offs increased to $41.3 million. The company declared a quarterly dividend of $0.60 per share, repurchased about 837,000 shares for $57.1 million, and holds total assets of $43.62 billion. It also received regulatory approvals for the pending $2.002 billion cash-and-stock acquisition of Stellar Bancorp, Inc.
Prosperity Bancshares, Inc. reported results from its Annual Meeting of Shareholders held on April 21, 2026. Holders of 85,570,607 common shares, representing 84.32% of shares entitled to vote, participated in person or by proxy, indicating strong shareholder engagement.
Shareholders elected four Class I directors — Kevin J. Hanigan, William T. Luedke IV, Perry Mueller, Jr. and Harrison Stafford II — to serve until the 2029 Annual Meeting. They also ratified the appointment of Deloitte & Touche LLP as independent registered public accounting firm for the year ending December 31, 2026 and approved, on a non-binding advisory basis, the compensation of the company’s named executive officers.
Prosperity Bancshares, Inc. announced that all regulatory approvals needed for its pending acquisition of Stellar Bancorp, Inc. and the related bank merger have been received. The Federal Reserve Bank of Dallas granted a waiver of prior approval for the holding company merger, and both the FDIC and Texas Department of Banking approved the merger of Stellar Bank into Prosperity Bank.
Stellar shareholders are scheduled to vote on the Merger Agreement on May 27, 2026, and the merger is expected to close on or about July 1, 2026, subject to that vote and other customary closing conditions. As of December 31, 2025, Prosperity was a $38.463 billion regional financial holding company operating 312 full‑service banking locations across Texas and Oklahoma.
Prosperity Bancshares, Inc. reported that it has closed its acquisition of Southwest Bancshares, Inc. as of February 2, 2026. Under their previously signed Agreement and Plan of Merger, Southwest merged into Prosperity, with Prosperity continuing as the surviving corporation.
After this holding company merger, Texas Partners Bank, a Texas banking association and wholly owned subsidiary of Southwest, merged into Prosperity Bank, a Texas banking association and wholly owned subsidiary of Prosperity, with Prosperity Bank as the surviving bank. The company furnished a press release as an exhibit describing the transaction.
Prosperity Bancshares, Inc. entered into a definitive Agreement and Plan of Merger to combine with Stellar Bancorp, Inc. in a cash-and-stock transaction. Each share of Stellar common stock will convert into 0.3803 shares of Prosperity common stock plus $11.36 in cash at closing.
Stellar Bank will merge into Prosperity Bank after the parent-level merger, and two Stellar-related directors will join each of the Prosperity and Prosperity Bank boards. The deal requires Stellar shareholder approval, multiple banking and securities regulatory approvals, and effectiveness of a Form S-4 registration statement.
Stellar directors who control about 8.8% of Stellar shares signed voting agreements to support the merger. Stellar may owe Prosperity a $78 million termination fee if the agreement ends under certain specified circumstances, and Stellar directors entered two-year support agreements with confidentiality and non-solicitation covenants.
Prosperity Bancshares, Inc. filed a current report to note that it has released its financial results for the fourth quarter ended December 31, 2025. The company disseminated these results through a press release dated January 28, 2026, which is attached as Exhibit 99.1 and incorporated by reference for detailed figures and commentary.
The report clarifies that the earnings information in Item 2.02 and Exhibit 99.1 is being furnished rather than filed, which limits certain legal liabilities under the Securities Exchange Act. No additional financial statements or major corporate actions are disclosed beyond the furnishing of the earnings press release.
Prosperity Bancshares announced that it has signed an Agreement and Plan of Merger with Stellar Bancorp, under which Stellar will merge into Prosperity, with Prosperity as the surviving corporation. Immediately afterward, Stellar Bank is expected to merge into Prosperity Bank, which will remain as the surviving bank.
The companies issued a joint press release and an investor presentation outlining the proposed transaction, both furnished as exhibits to this report. Prosperity plans to file a registration statement on Form S-4, including a joint proxy statement/prospectus, so Stellar shareholders can vote on the merger and receive Prosperity common stock as consideration.
Prosperity Bancshares, Inc. reported that it has closed its acquisition of American Bank Holding Corporation. Under the merger agreement dated July 17, 2025, American merged into Prosperity, with Prosperity remaining as the surviving corporation.
Following this corporate merger, American Bank, National Association, which had been a wholly owned subsidiary of American, merged into Prosperity Bank, a wholly owned subsidiary of Prosperity, with Prosperity Bank continuing as the surviving bank. The company issued a press release about the completion of this transaction, which is included as Exhibit 99.1.
Prosperity Bancshares, Inc. (PB) furnished an update on its business by announcing that it publicly released a press release with financial results for the third quarter ended September 30, 2025. The company furnished this information under Item 2.02 and attached the release as Exhibit 99.1.
The company stated that, per General Instruction B.2, the information in Item 2.02 and Exhibit 99.1 is furnished and not deemed “filed” under the Exchange Act.
Prosperity Bancshares, Inc. has entered into a definitive merger agreement to acquire Southwest Bancshares, Inc., the parent of Texas Partners Bank. Under the agreement, all outstanding Southwest stock and restricted stock awards will be converted into the right to receive an aggregate of 4,062,520 shares of Prosperity common stock, with cash paid in lieu of fractional shares. Outstanding Southwest stock options and warrants will be cashed out rather than converted into Prosperity equity.
The deal is subject to customary conditions, including regulatory approvals and approval by Southwest shareholders, and is expected to close during the first quarter of 2026. Prosperity also posted an investor presentation about the proposed Southwest acquisition on its website and furnished it, along with a joint press release, as exhibits to this report.