James D. Stein (SPFI) receives 372,872 South Plains Financial shares via merger

Rhea-AI Filing Summary

South Plains Financial director James D. Stein acquired 372,872 shares of common stock through a share-for-share merger conversion. The acquisition, dated April 1, 2026, was reported at a price of $0.00 per share, reflecting equity issued under an Agreement and Plan of Reorganization with BOH Holdings.

Under that agreement, each share of BOH common stock converted into the right to receive 0.1925 shares of South Plains Financial stock, and BOH restricted stock awards also converted into the same per share merger consideration. Following this transaction, Stein directly holds 372,872 shares, indicating this filing records his full post-merger equity position rather than an open-market purchase.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Stein James D.

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	372,872	$0.00	--

Holdings After Transaction: Common Stock — 372,872 shares (Direct)

Footnotes (1)

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Key Figures

Shares acquired: 372,872 shares Price per share: $0.00 per share Post-transaction holdings: 372,872 shares +1 more

4 metrics

Shares acquired 372,872 shares Common Stock acquired on April 1, 2026

Price per share $0.00 per share Stated transaction price for grant/award acquisition

Post-transaction holdings 372,872 shares Total common shares directly owned after transaction

Per share merger consideration 0.1925 shares SPFI shares received per BOH common share in merger

Key Terms

Agreement and Plan of Reorganization, Per Share Merger Consideration, effective time of the Merger, restricted stock award

4 terms

Agreement and Plan of Reorganization financial

"Pursuant to the terms of the Agreement and Plan of Reorganization (the "Agreement") by and between Issuer and BOH Holdings, Inc."

An agreement and plan of reorganization is a formal roadmap negotiated between a financially distressed company and its creditors that explains how debts, assets and ownership will be restructured so the business can continue operating. For investors it’s the document that determines who gets paid, what claims are reduced or converted into new shares, and how much existing equity may be wiped out or diluted — like a household rearranging bills and mortgages to stay solvent while deciding who gets repaid and how.

Per Share Merger Consideration financial

"converted into the right to receive 0.1925 shares of Issuer common stock (the "Per Share Merger Consideration")."

effective time of the Merger financial

"outstanding immediately prior to the effective time of the merger of BOH with and into Issuer (the "Merger")."

The effective time of the merger is the exact moment when a planned combination of two companies legally takes effect, usually specified in the merger agreement and reflected by the formal filing or timestamp. For investors, it is the point when ownership, voting rights, financial reporting and control shift—like a light switch flipping that joins two rooms into one—so it determines when shares convert, who controls corporate decisions and which results appear in financial statements.

restricted stock award financial

"each restricted stock award in respect of shares of BOH common stock granted by BOH that was issued, outstanding and unexercised immediately prior to the effective time"

A restricted stock award is company shares given to an employee or executive that cannot be sold or fully owned until certain conditions—like staying with the company for a set time or hitting performance targets—are met. Think of it as a gift that only becomes yours after you fulfill specific obligations; for investors, these awards matter because they can increase the total shares outstanding when they vest, reveal how management is being paid and motivated, and create potential selling pressure when restrictions lift.

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Stein James D.

(Last) (First) (Middle)

5219 CITY BANK PARKWAY

(Street)

LUBBOCK TEXAS 79407

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
SOUTH PLAINS FINANCIAL, INC. [ SPFI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	04/01/2026		A		372,872(1)	A	(1)	372,872	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Pursuant to the terms of the Agreement and Plan of Reorganization (the "Agreement") by and between Issuer and BOH Holdings, Inc. ("BOH"), dated as of December 1, 2025, each share of BOH common stock (other than certain excluded shares) outstanding immediately prior to the effective time of the merger of BOH with and into Issuer (the "Merger"), converted into the right to receive 0.1925 shares of Issuer common stock (the "Per Share Merger Consideration"). Further, pursuant to the terms of the Agreement, each restricted stock award in respect of shares of BOH common stock granted by BOH that was issued, outstanding and unexercised immediately prior to the effective time of the Merger converted into the right to receive the Per Share Merger Consideration.

	/s/ By Mikella D. Newsom as Attorney-in-Fact for James D. Stein	04/03/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What did James D. Stein report in his Form 4 for SPFI?

James D. Stein reported acquiring 372,872 SPFI common shares. The shares were received at a stated price of $0.00 per share as part of an equity conversion tied to the merger between South Plains Financial and BOH Holdings, not through an open-market stock purchase.

How did James D. Stein obtain 372,872 shares of SPFI stock?

Stein obtained 372,872 SPFI shares via a merger-related share conversion. Under the Agreement and Plan of Reorganization with BOH Holdings, each BOH common share converted into 0.1925 South Plains Financial shares, including related restricted stock awards, resulting in this equity position.

What is the per share merger consideration in the SPFI–BOH deal?

The per share merger consideration is 0.1925 SPFI shares per BOH share. Each BOH common share outstanding immediately before the merger’s effective time converted into the right to receive 0.1925 shares of South Plains Financial common stock under the Agreement and Plan of Reorganization.

Is James D. Stein’s SPFI Form 4 a market purchase or a grant?

The Form 4 reflects a grant/award-type acquisition, not a market buy. The transaction code “A” and $0.00 price show the 372,872 shares were received through the BOH merger equity conversion, categorized as a grant, award, or other acquisition.

How many SPFI shares does James D. Stein own after this transaction?

After the transaction, Stein directly owns 372,872 SPFI shares. The Form 4 shows total shares following the acquisition equal to the shares received, indicating this filing records his full direct common stock position post-merger.