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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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)
March 5, 2026

Southern First Bancshares, Inc.
(Exact name of registrant as specified in its charter)
South Carolina
(State or other jurisdiction of incorporation)
| 000-27719 |
58-2459561 |
| (Commission File Number) |
(IRS Employer Identification No.) |
| 6 Verdae
Boulevard, Greenville, SC |
29607 |
| (Address of principal executive offices) |
(Zip Code) |
(864) 679-9000
(Registrant's telephone number, including area code)
(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 |
SFST |
The Nasdaq Global Market |
Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange
Act of 1934 (§240.12b-2 of this chapter).
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 1.01 Entry into a Material
Definitive Agreement.
On March 5, 2026, Southern First Bancshares, Inc.
(the “Company”) entered into a Modification of Loan (the “Modification Agreement”) amending both the Loan Agreement
(“Loan Agreement”) and the Promissory Note (the “Promissory Note”), each dated as of December 28, 2023, by and
between the Company and TIB, National Association (the “Lender”). The Loan Agreement and Promissory Note provide for a revolving
multiple advances loan of up to an aggregate principal amount of $15.0 million. Reference is made to Exhibits 10.1 and 10.2 to the Company’s
Current Report on Form 8-K filed January 3, 2024, which are incorporated herein by reference, for a further description of the Loan Agreement
and Promissory Note with the Lender. The definition of capitalized terms, if not so defined herein, may be found in the Modification Agreement.
The Modification Agreement extends the revolving
line of credit to a maturity date of March 5, 2027. The Company also agrees under the Modification Agreement to pay the Lender a
Non-Usage Fee of 0.25%, which fee shall be $37,500 less the interest accrued and paid under the Note, and collected on the Maturity Date.
On March 10, 2026, there was a zero principal balance outstanding borrowed under the Promissory Note.
The description contained herein of the Modification
Agreement does not purport to be complete and is qualified in its entirety by reference to the terms of such document.
ITEM 2.03 Creation of a Direct Financial Obligation.
The relevant disclosure set forth in Item 1.01 above is incorporated
herein by reference in response to this Item 2.03.
ITEM 9.01. Financial Statements and Exhibits.
| (d) Exhibits |
The following exhibit index lists the exhibits that are either filed or furnished with the Current Report on Form 8-K. |
EXHIBIT INDEX
| Exhibit No. |
Description |
| |
|
| 10.1 |
Modification of Loan, dated as of March 5, 2026, by and between the Company and TIB, National Association. |
| 104 |
Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURES
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.
| |
SOUTHERN FIRST BANCSHARES, INC. |
| |
|
|
|
| |
By: |
/s/ Christian J. Zych |
|
| |
Name: |
Christian J. Zych |
|
| |
Title: |
Chief Financial Officer |
|
March 10, 2026