REPUBLIC BANCORP INC /KY/ (RBCAA) SEC Filings, Jan-Mar 2026

Republic Bancorp, Inc. is asking shareholders to vote at its 2026 annual meeting on April 23, 2026 in Louisville, Kentucky. Shareholders will elect 13 directors for one-year terms and vote on ratifying Forvis Mazars, LLP as independent auditor for the year ending December 31, 2026. The board recommends voting FOR all nominees and FOR the auditor ratification.

Voting is open to holders of Class A and Class B common stock as of the February 13, 2026 record date, with Class A carrying one vote per share and Class B ten votes per share. As of December 31, 2025, Republic reported $7.0 billion in total assets, $5.2 billion in deposits, and $1.1 billion in shareholders’ equity. Directors and executive officers as a group beneficially held about 73% of combined voting power, representing roughly 56% of outstanding Class A and B shares. The board includes a majority of independent directors and operates audit, compensation, nominating, and risk committees, with designated audit committee financial experts. Non-employee director pay was updated for 2025, combining cash retainers and stock awards and increasing stock ownership requirements to $120,000 in Company stock by the end of 2028 or within three years of board service.

Republic Bancorp, Inc. filed its Annual Report outlining a diversified banking and financial services model led by Republic Bank & Trust Company. As of December 31, 2025, the company reported $7.04 billion in total assets, $5.45 billion in loans, $5.20 billion in deposits, and $1.10 billion in stockholders’ equity.

The business operates five segments: Traditional Banking, Warehouse Lending, Tax Refund Solutions (TRS), Republic Payment Solutions, and Republic Credit Solutions, with the first two forming its Core Bank. Capital ratios at both the holding company and bank levels significantly exceed well‑capitalized thresholds.

A key development is the expiration of TRS’s largest Tax Provider contract in October 2025, with no new agreement for the 2026 Tax Season. This partner drove 61% of TRS ERA/RA fee income and about $13 million of TRS pre‑tax net income in 2025, which management does not expect to replace in 2026. The report also highlights extensive regulatory oversight, strong CRA performance, and a 973‑employee workforce focused on technology, compliance, and personalized service across its regional footprint and national specialty products.

Republic Bancorp Inc. director Alejandro M. Sanchez reported an open-market sale of Class A Common Stock. On February 26, 2026, he sold 1,044 shares at $71.04 per share. After this transaction, he reported owning 0 shares of the company’s Class A Common Stock directly.

Republic Bancorp Inc. vice chairman Scott Trager, a director and more than 10% owner, reported an indirect open-market purchase of 147.613 Class A common shares at $71.13 per share on behalf of his 401(k) plan. Following this trade, the 401(k) plan holds 57,684.209 Class A shares.

The filing also updates his existing holdings in both Class A and Class B shares through family limited partnerships and a family trust, and notes that Class B common stock is immediately convertible into Class A on a one-for-one basis.

Republic Bancorp, Inc. announced that its subsidiary, Republic Bank & Trust Company, has completed the sale of substantially all assets of its Republic Bank Finance division to CAN Capital Merchant Services, Inc. The buyer acquired approximately $81 million in loans and leases and assumed about $1 million of related liabilities.

The purchase price was based on the net book value of Republic Bank Finance’s assets and liabilities at closing, plus a fixed premium under a previously announced Asset Purchase Agreement. As a result of this transaction, the bank will record a pre-tax gain, net of broker commissions, of approximately $6 million during the first quarter of 2026.

Republic Bancorp, Inc. (RBCAA) executive Powell Anthony T, EVP and Chief Lending Officer, reported an employee stock option exercise and related share withholding. On February 9, 2026, he exercised 1,500 employee stock options at $35.92 per share into Class A Common Stock.

On the same date, 737 Class A shares were disposed of with a transaction code "F" at $73.20 per share, indicating shares withheld to cover taxes or similar obligations. After these transactions, he directly beneficially owns 27,528.549 Class A shares and indirectly owns 23,639.481 Class A shares through a 401(k) plan.

Republic Bancorp, Inc. senior vice president and Risk & Compliance Officer Scott Nardi reported a disposition of Class A common stock. On 01/27/2026, 172.076 shares were disposed of at $70.82 per share, leaving 2,146.551 Class A shares held directly.

The filing also lists an employee stock option holding for 1,352 shares of Class A common stock with a $71.36 exercise price, first exercisable on 01/01/2029 and expiring on 01/01/2032, all held as a direct ownership position.

Republic Bancorp, Inc. filed a current report to disclose that it announced its results of operations for the quarter ended December 31, 2025. The company released these quarterly financial results through an earnings release attached as Exhibit 99.1 and a detailed financial supplement attached as Exhibit 99.2.

Republic Bancorp, Inc. officer Nelson William R., President of RPG, reported a small share withholding transaction in Class A common stock. On January 27, 2026, 323.314 shares were withheld at $70.82 per share, leaving him with 34,067.643 directly held shares.

He also holds employee stock options to buy Class A common stock, including 4,484 options at an exercise price of $49.25 expiring on January 1, 2030, 3,244 options at $68.02 expiring on January 1, 2031, and 2,028 options at $71.36 expiring on January 1, 2032, all held directly.