Southern First (SFST) investors back board as bank posts strong 2025, Q1 2026 metrics
Rhea-AI Filing Summary
Southern First Bancshares, Inc. held its 2026 annual meeting, where shareholders elected all director nominees, approved executive compensation, and ratified Elliott Davis, LLC as independent auditor. Of 8,247,710 shares outstanding as of March 20, 2026, 7,510,163 shares, or 91.05%, were represented, establishing a strong quorum.
The accompanying shareholder presentation highlights robust 2025 performance, with net income of $30.4 million, diluted EPS of $3.72, and net interest margin of 2.57%, alongside total assets of $4.4 billion. Q1 2026 results show net income of $9.9 million, diluted EPS of $1.19, and net interest margin of 2.88%, with very low credit losses.
The company emphasizes its relationship-driven commercial banking model in high-growth Southeastern markets, strong asset quality, and an efficient, branch-light footprint. It also notes a completed public offering of $65 million in common stock to support growth and balance sheet strength, with a portion earmarked to redeem $11.5 million of subordinated debt, and a planned Cary, NC office opening in 2026.
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Insights
Annual meeting confirms governance support while financial metrics show strong recent momentum.
Southern First Bancshares reports sharp earnings and margin improvement for 2025 and Q1 2026 while maintaining low credit losses. Net income of $30.4 million in 2025 and Q1 2026 net income of $9.9 million indicate meaningful profitability gains.
Balance sheet data show total assets of $4.4 billion, loans of $3.8 billion, and deposits of $3.7 billion, supported by an 8.37% tangible common equity to total assets ratio. Asset quality appears solid with nonperforming assets at 0.32% of total assets and negligible net charge-offs.
Governance and capital actions include broad shareholder support for directors, say-on-pay, and the auditor, plus a completed $65 million common stock offering and planned redemption of $11.5 million in subordinated debt. Subsequent filings may provide further detail on how these trends evolve over 2026.
8-K Event Classification
Key Figures
Key Terms
Net Interest Margin financial
tangible common equity ratio financial
nonperforming assets financial
Broker Non- Votes regulatory
Regulation FD Disclosure regulatory
Equity Incentive Plan financial
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported)
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation)
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| (Commission File Number) | (IRS Employer Identification No.) |
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(Registrant’s telephone number, including area code)
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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 (17CFR 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 |
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
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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 5.07. Submission of Matters to a Vote of Security Holders.
The 2026 annual meeting of shareholders of Southern First Bancshares, Inc. (the “Company”), was held on May 19, 2026 (the “Annual Meeting”). As of March 20, 2026, the record date of the Annual Meeting, 8,247,710 shares of the Company’s common stock were outstanding and entitled to vote at the Annual Meeting. A total of 7,510,163 shares (91.05%) of Southern First’s common stock, constituting a quorum, were represented in person or by proxy at the Annual Meeting.
The Company’s shareholders voted on three proposals at the Annual Meeting:
| 1. | the election of 16 members to our board of directors to serve a one-year term; |
| 2. | the non-binding resolution on our executive compensation policies and procedures; and |
| 3. | the ratification of the appointment of Elliott Davis, LLC as our independent public accountant for the year ending December 31, 2026. |
The following is a summary of the voting results for each matter presented to the shareholders:
1. Election of Directors
| Director’s Name |
Votes |
Votes Withheld |
Broker Non- Votes | |||
| Andrew B. Cajka | 6,525,002 | 101,372 | 883,789 | |||
| Jennifer S. Cluverius | 6,612,256 | 14,118 | 883,789 | |||
| Mark A. Cothran | 6,601,342 | 25,032 | 883,789 | |||
| Leighton M. Cubbage | 6,538,966 | 87,408 | 883,789 | |||
| Anne S. Ellefson | 6,533,250 | 93,124 | 883,789 | |||
| David G. Ellison | 6,601,342 | 25,032 | 883,789 | |||
| Darrin Goss, Sr. | 6,612,228 | 14,146 | 883,789 | |||
| Terry Grayson-Caprio | 6,466,009 | 160,365 | 883,789 | |||
| Tecumseh Hooper, Jr. | 6,526,317 | 100,057 | 883,789 | |||
| Rudolph G. Johnstone, III, M.D. | 6,537,101 | 89,273 | 883,789 | |||
| Ray A. Lattimore | 5,771,553 | 854,821 | 883,789 | |||
| Anna T. Locke | 6,617,146 | 9,228 | 883,789 | |||
| William A. Maner, IV | 6,612,206 | 14,168 | 883,789 | |||
| Billy McClatchey | 6,612,667 | 13,707 | 883,789 | |||
| James B. Orders, III | 6,495,875 | 130,499 | 883,789 | |||
| R. Arthur Seaver, Jr. | 6,602,023 | 24,351 | 883,789 |
2. Approval of Compensation of Named Executive Officers
| Votes For | Votes Against | Votes Abstained | Broker Non-Votes | |||
| 6,504,371 | 115,546 | 6,457 | 883,789 |
3. Ratification of the Appointment of Elliott Davis, LLC
| Votes For | Votes Against | Votes Abstained | ||
| 7,438,028 | 72,135 | - |
ITEM 7.01. Regulation FD Disclosure.
On May 19, 2026, the Company made available the presentation (“Presentation”) prepared for the Company’s Annual Shareholders’ meeting. Attached hereto and incorporated herein as Exhibit 99.1 is the text of that Presentation.
The information contained in this Item 7.01 of this Current Report, including the information set forth in the Presentation filed as Exhibit 99.1 to, and incorporated in, this Current Report, is being “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
EXHIBIT INDEX
| Exhibit No. | Description |
| 99.1 | Presentation for Southern First Bancshares, Inc. Annual Shareholders’ Meeting |
| 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 | |
May 20, 2026
Exhibit 99.1
FORWARD - LOOKING STATEMENTS
Company Overview CORPORATE PROFILE □ Headquartered in Greenville, SC x Founded in 2000 □ Efficient branch footprint in some of the most dynamic markets in the Southeast x 12 branches located in 8 fast - growing Southeast metropolitan markets □ Relationship - driven commercial banking model x Targeted clients include small to medium sized businesses, business owners and professionals x Supported by significant investment in technology □ Focused on organic growth versus M&A □ Simple business model OPERATING MARKETS leigh sto eensb ar Sou h C lina me h lin Relationship Banking with 25+ Years of Service Excellence 3
Company Overview Who We Are Our Mission Our mission is to impact lives in the communities we serve Our Culture We focus on the things that matter most: family, community, and teamwork Our Purpose We exist to enable dreams, earn trust, and exceed expectations Relationship driven with a focus on exceptional service and authentic hospitality Embrace technology and the evolution of our industry Committed to organic growth versus M&A Superb at managing risk – credit risk and enterprise risk Highly efficient delivery system – branch light footprint Located in major metro, high - growth Southeastern markets Dedicated to an entrepreneurial, team - focused culture that results in high career satisfaction Utilize a strong relationship mortgage component to augment noninterest income Proven and driven leadership team Lead and operate with wisdom and clarity 4
Company Overview Financial Snapshot for Year - End 2025 rt a 2025 Financial Highlights □ Net Income of $30.4 million, up 96% YoY □ Diluted EPS of $3.72, up 95% YoY □ NIM of 2.57% 3 , up 51bps YoY □ Total loans 1 up $213 million or 6% YoY □ Total deposits up $281 million or 8% YoY □ Retail deposits 4 up $278 million 9% YoY □ Nonperforming assets (“NPAs”) to total assets of 0.32% and accruing loans 30 days or more past due loans to total loans of 0.14% □ Book value per share of $44.89, up $4.42 or 11% YoY 2025 Annual Financial Metrics $4.4 Billion Total Assets $3.8 Billion Total Loans 1 $3.7 Billion Total Deposits 8.37% TCE / TA 2 0.72% Return on Average Assets 8.73% Return on Average Equity 2.57% Net Interest Margin 3 0.00% Net Charge - offs / Average Loans Note: Financial data as of or for the period ended December 31, 2025 1) Excludes mortgage loans held for sale 2) The tangible common equity ratio is calculated as total equity less preferred stock divided by total assets 3) The tax - equivalent adjustment to net interest income adjusts the yield for assets earning tax - exempt income to a comparable yield on a taxable basis 4) Retail deposits defined as total deposits less wholesale deposits; wholesale deposits consist of brokered deposits totaling $552.9 million as of December 31, 2025 5
2026 Q1 Highlights Growth and Financial Performance Net income Earnings per share (diluted) Net Interest Margin Book value Retail deposit growth Loan growth NPAs / total assets Net charge - offs / average loans $9.9 million, up 88% YoY $1.19, up 83% YoY 2.88%, up 47 bps YoY $46.00, up 11% YoY $208 million, up 27% linked qtr. annualized $97 million, up 10% linked qtr. annualized 0.26% 0.01% 6
Key Investment Highlights Experienced, founder - led management team with 25+ year focus on creating a unique client experience and producing returns for shareholders Operating in highly attractive dynamic Southeast metro markets, resulting in scarcity value and a differentiated growth profile Long track record and demonstrated ability to produce balance sheet growth organically and through de novo market expansion Strong asset quality results driven by a robust risk management culture and a focus on relationship banking Profitability momentum highlighted by continued balance sheet repricing opportunities, improving cost of funds, and efficient delivery model 7
SFST KRX S&P 500 SFST Stock Price Performance 1000% 900% 800% 700% 600% 500% 400% 300% 200% 100% 0% (100%) 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 8 Growth in Shareholder Value Over Time Note: Market data as of May 8, 2026 Source: S&P Capital IQ Pro Relative Performance S&P 500 KRX SFST 31% 20% 54% 1 - Year 75% 5% 6% 5 - Year 260% 71% 120% 10 - Year 452% 156% 776% 15 - Year
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□ Strengthened our Board with the appointment of three new directors who bring diverse backgrounds across our markets □ Established an emeritus status for existing directors planning to transition off the Board at the appropriate time □ Continued to refine pay for performance compensation approach □ Equity Incentive Plan is dynamic and tied to specific three - year cumulative corporate and individual goals □ Planned opening of a new Cary, NC office in 2026 for our team already in place □ Recognized by Forbes as one of America’s Best Banks for 2026 □ Completed a public offering of $65 million in common stock to support expected growth and provide balance sheet strength; a portion of the proceeds will be used to redeem remaining $11.5 million of subordinated debt Management Updates 12