Simmons First (NASDAQ: SFNC) authorizes new $175 million stock repurchase program

Rhea-AI Filing Summary

Simmons First National Corporation announced that its board of directors has authorized a new common stock repurchase program allowing the company to buy back up to $175 million of its Class A common stock that is currently outstanding. This new program replaces the prior authorization that ended on January 31, 2026.

The company may repurchase shares in the open market, through privately negotiated transactions, or via Rule 10b5-1 trading plans, with timing, price, and volume determined at management’s discretion based on market conditions, corporate needs, and legal requirements. The program is not a commitment to repurchase any specific amount, can be modified or suspended at any time, and is expected to be funded from available liquidity, including cash on hand and future cash flow. The authorization runs through January 31, 2028 unless ended earlier.

Insights

Bank capital management analyst

Simmons authorizes a sizable multi‑year buyback, signaling planned capital return flexibility.

Simmons First National Corporation has authorized a new stock repurchase program of up to $175 million in Class A common stock. The program extends through January 31, 2028 and replaces an earlier authorization that recently expired.

Repurchases may be executed via open market, privately negotiated deals, or Rule 10b5‑1 plans, giving management flexibility to operate within Rule 10b‑18 safe harbor. Actual buybacks depend on trading volume, share price, working capital needs, broader economic conditions, and legal constraints.

The company expects to fund repurchases from existing liquidity, including cash on hand and future cash flow. The authorization is discretionary and may be modified, discontinued, or suspended at any time, so the eventual capital returned will depend on future management decisions and market conditions disclosed in subsequent filings.

SIMMONS FIRST NATIONAL CORP false 0000090498 0000090498 2026-02-17 2026-02-17

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) February 17, 2026

SIMMONS FIRST NATIONAL CORPORATION

(Exact name of registrant as specified in its charter)

Arkansas		0-6253		71-0407808
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

501 Main Street, Pine Bluff, Arkansas				71601
(Address of principal executive offices)				(Zip Code)

(870) 541-1000

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common stock, par value $0.01 per share		SFNC		The Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01 Other Events.

On February 17, 2026, Simmons First National Corporation (“Company” or “Simmons”) issued a press release, a copy of which is attached hereto as Exhibit 99.1 and is incorporated herein by reference, announcing that its board of directors authorized a new stock repurchase program (“New Program”) under which the Company may repurchase up to $175,000,000 of its Class A common stock (“Common Stock”) currently issued and outstanding. The New Program will be executed in accordance with Rule 10b-18 under the Securities Exchange Act of 1934 (“Exchange Act”) and will terminate on January 31, 2028 (unless terminated sooner). The New Program replaces the Company’s stock repurchase program that was originally authorized in January 2024 and that terminated on January 31, 2026. Under the New Program, the Company may repurchase shares of its Common Stock through open market and privately negotiated transactions or otherwise (including, but not limited to, pursuant to a trading plan in accordance with Exchange Act Rule 10b5-1). The timing, pricing, and amount of any repurchases under the New Program will be determined by the Company’s management at its discretion based on a variety of factors, including, but not limited to, trading volume and market price of the Common Stock, corporate considerations, the Company’s working capital and investment requirements, general market and economic conditions, and legal requirements. The New Program does not obligate the Company to repurchase any Common Stock and may be modified, discontinued, or suspended at any time without prior notice.

Forward-Looking Statements

Certain statements in this Current Report on Form 8-K may not be based on historical facts and should be considered “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements may be identified by reference to future periods or by the use of forward-looking terminology, such as “believe,” “budget,” “expect,” “foresee,” “anticipate,” “intend,” “indicate,” “target,” “estimate,” “plan,” “project,” “continue,” “contemplate,” “positions,” “prospects,” “predict,” or “potential,” by future conditional verbs such as “will,” “would,” “should,” “could,” “might” or “may,” or by variations of such words or by similar expressions. These forward-looking statements include, without limitation, statements relating to Simmons’ future growth, profitability, and stock repurchase program. Any forward-looking statement speaks only as of the date of this Current Report on Form 8-K, and Simmons undertakes no obligation to update these forward-looking statements to reflect events or circumstances that occur after the date hereof. By nature, forward-looking statements are based on various assumptions and involve inherent risk and uncertainties. Various factors, including, but not limited to, changes in economic conditions, credit quality, interest rates, loan demand, deposit flows, the assumptions used in making the forward-looking statements, the securities markets generally and the price of Simmons common stock specifically, could cause actual results to differ materially from those contemplated by the forward-looking statements. Additional factors are included in Simmons First National Corporation’s Forms 10-K for the year ended December 31, 2024, and 10-Q for the quarter ended September 30, 2025, which have been filed with, and are available from, the U.S. Securities and Exchange Commission.

Item 9.01 Financial Statements and Exhibits

Exhibit 99.1		Press Release dated February 17, 2026
Exhibit 104		Cover Page Interactive Data File (embedded within the Inline XBRL Document)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

						SIMMONS FIRST NATIONAL CORPORATION
						/s/ C. Daniel Hobbs
Date: February 17, 2026						C. Daniel Hobbs, EVP and Chief Financial Officer

Exhibit 99.1

February 17, 2026

Simmons First National Corporation Announces Common Stock Repurchase Program

Board of Directors authorizes new $175 million stock repurchase program

PINE BLUFF, Ark. – Simmons First National Corporation (NASDAQ: SFNC) (Simmons or Company) today announced that its Board of Directors authorized a new stock repurchase program (New Program) under which the Company may repurchase up to $175 million of its Class A common stock currently issued and outstanding. The New Program replaces the stock repurchase program that was originally authorized in January 2024 and that terminated on January 31, 2026.

Under the New Program, the Company may repurchase shares of its common stock through open market and privately negotiated transactions, including, but not limited to, utilizing Rule 10b5-1 programs, or otherwise. The timing, pricing, and amount of any repurchases under the New Program will be determined by the Company’s management at its discretion based on a variety of factors, including, but not limited to, trading volume and market price of the Company’s common stock, corporate considerations, the Company’s working capital and investment requirements, general market and economic conditions, and legal requirements. The New Program does not obligate the Company to repurchase any common stock and may be modified, discontinued, or suspended at any time without prior notice. The Company anticipates funding for the New Program to come from available sources of liquidity, including cash on hand and future cash flow. The New Program will terminate on January 31, 2028 (unless terminated sooner).

Simmons First National Corporation

Simmons First National Corporation (NASDAQ: SFNC) is a Mid-South based financial holding company that has paid cash dividends to its shareholders for 116 consecutive years. Its principal subsidiary, Simmons Bank, operates more than 220 branches in Arkansas, Kansas, Missouri, Oklahoma, Tennessee and Texas. Founded in 1903, Simmons Bank offers comprehensive financial solutions delivered with a client-centric approach. Recently, Simmons Bank was recognized by Newsweek as one of America’s Best Regional Banks and Credit Unions 2026 and by Forbes as one of America’s Best-In-State Companies 2026. In 2025, Simmons Bank was recognized by Newsweek as one of America’s Greatest Workplaces 2025 in Arkansas and one of America’s Best Regional Banks 2025, and by U.S. News & World Report as one of the 2024-2025 Best Companies to Work For in the South. Additional information about Simmons Bank can be found on our website at simmonsbank.com, by following @Simmons_Bank on X or by visiting our newsroom.

Forward-Looking Statements

Some of the statements in this news release may not be based on historical facts and should be considered “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements may be identified by reference to future periods or by the use of forward-looking terminology, such as “believe,” “budget,” “expect,” “foresee,” “anticipate,” “intend,” “indicate,” “target,” “estimate,” “plan,” “project,” “continue,” “contemplate,” “positions,” “prospects,” “predict,” or “potential,” by future conditional verbs such as “will,” “would,” “should,” “could,” “might” or “may,” or by variations of such words or by similar expressions. These forward-looking statements include, without limitation, statements relating to Simmons’ future growth, profitability, and stock repurchase program. Any forward-looking statement speaks only as of the date of this news release, and Simmons undertakes no

obligation to update these forward-looking statements to reflect events or circumstances that occur after the date of this news release. By nature, forward-looking statements are based on various assumptions and involve inherent risk and uncertainties. Various factors, including, but not limited to, changes in economic conditions, credit quality, interest rates, loan demand, deposit flows, the assumptions used in making the forward-looking statements, the securities markets generally and the price of Simmons common stock specifically, could cause actual results to differ materially from those contemplated by the forward-looking statements. Additional factors are included in Simmons First National Corporation’s Forms 10-K for the year ended December 31, 2024, and 10-Q for the quarter ended September 30, 2025, which have been filed with, and are available from, the U.S. Securities and Exchange Commission.

Investor and Media Contact

Ed Bilek

EVP, Director of Investor and Media Relations

ed.bilek@simmonsbank.com

501.263.7483 (office)

205.612.3378 (cell)

FAQ

What did Simmons First National Corporation (SFNC) announce in this 8-K?

Simmons First National Corporation announced board authorization of a new stock repurchase program, allowing buybacks of up to $175 million of Class A common stock. The program replaces a prior authorization that expired on January 31, 2026 and gives management flexibility on timing and method of repurchases.

How large is Simmons First National Corporation’s new stock repurchase program?

The new stock repurchase program authorizes Simmons First National Corporation to repurchase up to $175 million of its Class A common stock. This amount represents the maximum dollar value of shares that may be repurchased under the authorization, subject to management discretion and market and corporate conditions.

How long will Simmons First National Corporation’s $175 million buyback program last?

The Simmons First National Corporation stock repurchase program will run until January 31, 2028, unless it is terminated sooner. During this period, management may choose when and how much stock to repurchase, and the board can modify, suspend, or discontinue the program at any time.

How does Simmons First National Corporation plan to fund the new share repurchases?

Simmons First National Corporation anticipates funding the new stock repurchase program from available sources of liquidity, including cash on hand and future cash flow. This means the company intends to use internal resources rather than specifying any particular external financing for buybacks.

What methods can Simmons First National Corporation use to repurchase its stock?

Simmons First National Corporation may repurchase shares in the open market, through privately negotiated transactions, via Rule 10b5‑1 trading programs, or otherwise in accordance with Rule 10b‑18. These methods provide flexibility in executing repurchases while observing applicable securities laws and market practices.

Does the Simmons First National Corporation buyback program require the company to repurchase shares?

No, the stock repurchase program does not obligate Simmons First National Corporation to repurchase any particular amount of common stock. The authorization is discretionary and may be modified, discontinued, or suspended at any time, with repurchase activity determined by management based on various factors.

Filing Exhibits & Attachments

4 documents

Press Releases

• EX-99.1 EX-99.1 7.6 KB

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 2.8 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 16.8 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 10.6 KB