Stellar Bancorp Inc SEC Filings

Stellar Bancorp, Inc. director reported several small stock gifts under a Form 4 filing. On 12/09/2025, the insider made three transactions in Stellar Bancorp common stock coded "G," which indicates gifts. These included transfers of 630, 315, and 155 shares, each at a price of $0, reflecting that they were not market sales but no-consideration gifts. After these transactions, the director directly beneficially owned 29,136 shares of Stellar Bancorp common stock. No derivative securities were reported.

Stellar Bancorp, Inc. announced that its Board of Directors declared a quarterly cash dividend of $0.15 per share of common stock on November 20, 2025. The dividend is payable on December 31, 2025 to shareholders of record at the close of business on December 31, 2025. This represents an increase of $0.01 per share from the prior quarterly dividend of $0.14, signaling a modest step-up in the company’s regular cash return to shareholders.

Stellar Bancorp, Inc. (STEL) reported Q3 2025 results showing steady core banking performance with lower year-over-year earnings. Net income was $25.7 million versus $33.9 million a year ago, and diluted EPS was $0.50. Net interest income was $100.6 million, roughly flat from $101.5 million, as lower interest expense helped offset softer loan yields.

Total assets were $10.63 billion at September 30, 2025, compared with $10.91 billion at year-end. Loans, net, were $7.09 billion (down from $7.36 billion at December 31, 2024) and total deposits were $8.82 billion (down from $9.13 billion), with a shift toward interest-bearing categories. Securities available for sale rose to $1.84 billion. The allowance for credit losses on loans was $78.9 million.

Operating costs were controlled, with total noninterest expense at $73.1 million in Q3. Accumulated other comprehensive loss improved to $(77.9) million, reflecting favorable marks. Year-to-date, the company paid $0.42 per share in dividends and repurchased shares, ending the quarter with 51,228,156 shares outstanding; as of October 22, 2025, shares outstanding were 51,187,494.

Stellar Bancorp, Inc. (STEL) furnished its Q3 2025 results via an 8-K. The company attached its earnings release (Exhibit 99.1) and earnings presentation (Exhibit 99.2), which are incorporated by reference.

The company scheduled an investor conference call and webcast for October 24, 2025 at 8:00 a.m. Central Time to review the quarter. The release and presentation are also posted on the company’s website. The furnished materials are not deemed “filed” for purposes of Section 18 of the Exchange Act.

Stellar Bancorp, Inc. (STEL) reporting person Joe F. West sold 1,032 shares of common stock on 10/01/2025 at a reported price of $30 per share, reducing his beneficial ownership to 97,144 shares. The filing states the shares were withheld to satisfy tax liability arising from the vesting of previously reported restricted shares. The sale is reported on a Form 4 filed by one reporting person and is signed by an attorney-in-fact on 10/03/2025.

Stellar Bancorp, Inc. (STEL) reporting person Ramon A. Vitulli, III reduced his direct holdings by 1,803 shares on 10/01/2025. The Form 4 states these shares were withheld to satisfy tax liability on the vesting of previously granted restricted common stock. After the withholding, Mr. Vitulli directly beneficially owned 110,246 shares. The filing was signed by an attorney-in-fact on 10/03/2025. This disclosure documents a routine withholding for taxes related to equity vesting rather than an open-market sale.

Steven F. Retzloff, Executive Chairman and director of Stellar Bancorp, Inc. (STEL), reported transactions on 10/01/2025. He disposed of 5,784 shares of common stock as a forfeiture (coded V) with a reported price of $0, leaving 127,185 shares owned directly after that disposition. He also had 982 shares withheld to satisfy tax withholding from restricted shares that vested on that date at a reported price of $30, leaving 126,203 shares owned directly after that withholding. The filing also discloses indirect holdings of 25,531 shares by Retzloff Industries, Inc., 378,240 shares by Retzloff Holdings, LTD., and 12,598 shares by SF Retzloff Family Limited Partnership, LTD.

Justin M. Long, Senior Executive Vice President, General Counsel and Secretary of Stellar Bancorp, Inc. (STEL), reported a non-derivative transaction on 10/01/2025 in which 1,391 shares of common stock were disposed of under code F. The filing states these shares were withheld to satisfy tax liabilities arising from the vesting of restricted shares previously reported, at a price of $30 per share. After the transaction, Mr. Long beneficially owns 47,863 shares directly.

Robert R. Franklin Jr., the Chief Executive Officer and a director of Stellar Bancorp, Inc. (STEL), filed a Form 4 disclosing changes in his beneficial ownership. On 10/01/2025 the filing reports a forfeiture of 10,961 performance shares (disposition at $0) and the withholding of 1,740 restricted shares at a price of $30 to satisfy tax withholding for vesting. After these entries, Mr. Franklin beneficially owns 398,902 shares.

The Form 4 was signed by an attorney-in-fact on 10/03/2025 and was filed as a single reporting person. The filing notes the forfeiture was tied to performance shares that were eligible to vest based on specified financial objectives, and the withheld shares were specifically to meet tax obligations on restricted-share vesting.