Welcome to our dedicated page for Stellar Bancorp SEC filings (Ticker: STEL), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Stellar Bancorp, Inc. SEC filings document the reporting obligations of a bank holding company whose common stock trades under STEL. The filing record includes Form 8-K material-event reports covering operating and financial results, dividend declarations, subordinated note redemptions, material definitive agreements and capital-structure disclosures.
The company's regulatory documents also address shareholder communications and voting matters, governance actions and exchange-listed common stock information. For Stellar Bank's holding company, these disclosures frame commercial banking performance, balance-sheet actions and formal corporate events.
Stellar Bancorp, Inc. shareholders approved the proposed merger with Prosperity Bancshares, Inc. at a special meeting. Of 50,910,698 common shares outstanding and entitled to vote as of April 10, 2026, 39,327,868 shares were represented, establishing a quorum of about 77.3%.
The merger proposal passed decisively, with 39,209,984 votes for, 59,317 against, and 58,567 abstentions. However, shareholders did not approve the non-binding, advisory merger compensation proposal, which received 15,683,085 votes for, 23,385,406 against, and 259,377 abstentions.
Stellar Bancorp, Inc. supplements its proxy statement/prospectus for the proposed merger into Prosperity Bancshares, Inc., providing additional disclosures after receiving three shareholder lawsuits and related demand letters challenging the proxy disclosures. The companies state the claims are without merit but made the Supplemental Disclosures to avoid delay or litigation risk.
The proxy statement/prospectus was declared effective on April 21, 2026 and mailed beginning April 23, 2026; Stellar’s special meeting of shareholders is scheduled for May 27, 2026. The filing discloses prior non-disclosure agreements and selected valuation and transaction multiples used by KBW, and a KBW fee of approximately $23.8 million (1.20% of aggregate merger consideration).
Stellar Bancorp, Inc. filed an update on its planned merger with Prosperity Bancshares, Inc., including shareholder litigation and added proxy disclosures. Several lawsuits and demand letters claim the joint proxy/prospectus omits or inadequately presents information about the transaction, but both companies state they believe these claims are without merit.
To reduce delay and litigation risk, Stellar and Prosperity are providing supplemental details on sale process contacts, non-disclosure agreements and standstill terms with multiple potential counterparties, and valuation work by KBW. KBW’s analysis indicated the merger could increase Prosperity’s estimated 2026 and 2027 EPS by 2.7% and 9.2%, while reducing tangible book value per share at closing by 7.8%. The filing also outlines KBW’s fee of 1.20% of aggregate merger consideration (about $23.8 million) and standard forward‑looking statement and SEC proxy/prospectus disclosures.
Stellar Bancorp, Inc. announced that its Board of Directors declared a quarterly cash dividend of $0.15 per share of common stock. The dividend will be paid on June 26, 2026 to shareholders of record at the close of business on June 15, 2026.
Stellar Bancorp, Inc. filing reports that North Reef Capital Management LP, North Reef Capital Management GP LLC and James Hanna, III jointly filed an amendment to a Schedule 13G indicating 0 shares beneficially owned of Common Stock, representing 0% of the class. The joint filing lists the filers' addresses and citizenships and is signed by the listed representatives.
Stellar Bancorp, Inc. director Fred S. Robertson reported bona fide gifts of a total of 4,460 shares of Common Stock on May 6, 2026. He gifted 2,230 shares held indirectly through the Robertson Family Trust and 2,230 shares held directly, both at no cash consideration.
Following these transfers, the Form 4 shows 82,377 Stellar Bancorp shares held indirectly by the Robertson Family Trust, with Robertson as trustee, and 18,084 shares held directly. These are non-market, charitable-style transfers rather than open-market sales, so they do not reflect a change in trading sentiment.
Prosperity Bancshares discussed the pending merger with Stellar Bancorp, expecting the transaction to close on July 1, 2026 after receiving regulatory approvals. Management reiterated integration timelines for recent deals and projected a combined exit NIM of 3.70% (average ~3.60% for 2026 with half-year Stellar).
Stellar reported an adjusted Q1 net income near $30 million; Prosperity referenced Stellar’s prior full-year projection of $113 million and estimated pretax fair-value income from Stellar of $10–$12 million in 2027. The S-4 registration was declared effective on April 21, 2026 and the proxy mailing began April 23, 2026. Management emphasized operational integration (conversion targets: September for American, November for Texas Partners, March 8 for Stellar) and continued opportunistic buybacks.
Prosperity Bancshares, Inc. furnished a press release reporting its financial results for the quarter ended March 31, 2026. The press release is attached as Exhibit 99.1 to this Form 8-K and the cover page interactive XBRL is included as Exhibit 104.
Stellar Bancorp, Inc. reported solid first‑quarter results, with net income of $26.9 million for the three months ended March 31, 2026, up from $24.7 million a year earlier. Diluted earnings per share were $0.53, compared with $0.46, as higher net interest income offset modestly lower noninterest income.
Total assets reached $10.89 billion, loans held for investment were $7.59 billion, and deposits were $8.98 billion. Net interest income rose to $105.9 million while interest expense declined year over year. Credit quality remained controlled, with an allowance for credit losses of $85.4 million and nonaccrual loans of $60.6 million. Capital ratios stayed strong, with consolidated Common Equity Tier 1 capital at 13.97%. The company also highlighted its pending cash‑and‑stock merger with Prosperity Bancshares, which has received required regulatory approvals and is pending shareholder approval.
Stellar Bancorp, Inc. reported first quarter 2026 net income of $27.0 million, or $0.53 diluted earnings per share, up from $26.1 million, or $0.51, in the fourth quarter of 2025. Adjusted net income, excluding $3.3 million of acquisition and merger-related expenses, was $29.6 million, or $0.58 per diluted share.
Loans held for investment grew to $7.59 billion, an increase of $287.4 million or 3.94% linked-quarter. Net interest income rose to $105.9 million, and the tax-equivalent net interest margin improved to 4.24%, or 4.10% excluding purchase accounting accretion.
Total assets reached $10.89 billion, while deposits were $8.98 billion. Asset quality remained controlled, with nonperforming assets at $70.1 million, or 0.64% of total assets, and an allowance for credit losses on loans of 1.13% of total loans.
The company redeemed the remaining $30 million of its fixed-to-floating rate subordinated notes on April 1, 2026. Stellar also highlighted progress on its proposed merger with Prosperity Bancshares, Inc., noting receipt of all required regulatory approvals and a shareholder meeting set for May 27, 2026 to consider the transaction.