Every 8-K that Stellar Bancorp, Inc. (STEL) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow STEL and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full STEL filings page.
Stellar Bancorp, Inc. has completed its merger into Prosperity Bancshares, Inc., with Prosperity as the surviving corporation. Each share of Stellar common stock was converted into the right to receive 0.3803 shares of Prosperity common stock plus $11.36 in cash per share, along with cash instead of any fractional shares.
Stellar Bank was merged into Prosperity Bank, which continues as the surviving bank. Trading in Stellar’s common stock on the NYSE was suspended and the listing withdrawn, and Prosperity, as successor, plans to deregister Stellar’s shares and end its SEC reporting obligations. As of the merger’s effective time, Stellar’s directors and officers ceased their roles, while two former Stellar directors joined Prosperity’s board.
In connection with closing the transactions, Stellar undertook a balance sheet repositioning, selling approximately $466.4 million of investment securities, including various mortgage-backed, municipal, and corporate debt securities, before June 30, 2026.
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. 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. 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.
Stellar Bancorp, Inc. reported that it and Prosperity Bancshares, Inc. have received all regulatory approvals needed for Prosperity’s pending acquisition of Stellar and the related merger of Stellar Bank into Prosperity Bank. Approvals include a waiver of prior approval from the Federal Reserve Bank of Dallas and merger approvals from the FDIC and the Texas Department of Banking.
A special meeting of Stellar shareholders to vote on the Merger Agreement is scheduled for May 27, 2026, and the merger is expected to close on or about July 1, 2026, subject to shareholder approval and other customary closing conditions. A Form S-4 registration statement for Prosperity stock to be issued in the transaction is effective, and the joint proxy statement/prospectus is being mailed to Stellar shareholders.
Stellar Bancorp, Inc. redeemed the remaining $30.0 million aggregate principal amount of its 4.70% Fixed-to-Floating Rate Subordinated Notes due 2029 on April 1, 2026.
The redemption price was 100% of the principal amount plus accrued and unpaid interest to, but excluding, the redemption date, resulting in all outstanding Notes being redeemed.
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 March 31, 2026 to shareholders of record at the close of business on March 16, 2026.
The company, a Houston-based bank holding company whose principal subsidiary is Stellar Bank, provides commercial banking services primarily to small- and medium-sized businesses and individual customers across several Texas markets.
Stellar Bancorp, Inc. agreed to merge with Prosperity Bancshares, Inc., with Stellar combining into Prosperity and Stellar Bank combining into Prosperity Bank. Prosperity will be the surviving corporation and bank.
At closing, each share of Stellar common stock will be converted into the right to receive 0.3803 shares of Prosperity common stock plus $11.36 in cash, with cash paid instead of fractional Prosperity shares. The boards of both companies unanimously approved the merger, and Prosperity will add two Stellar-affiliated directors to each of the Prosperity and Prosperity Bank boards.
Completion depends on Stellar shareholder approval, regulatory approvals, NYSE listing of the Prosperity shares to be issued, effectiveness of a Form S-4 registration statement, and customary closing conditions, including tax opinions that the merger qualifies as a reorganization. The agreement includes a $78 million termination fee payable by Stellar in specified circumstances.
Prosperity also entered into voting agreements with Stellar directors covering about 8.8% of Stellar’s outstanding shares and separate two-year support agreements restricting those directors’ use of confidential information and certain solicitation of customers and employees after closing.
Stellar Bancorp, Inc. furnished its financial results for the fourth quarter of 2025 by issuing a press release, which is attached as Exhibit 99.1 and treated as furnished rather than filed for liability purposes. The detailed numbers are contained in that exhibit.
The company also disclosed that it has entered into a merger agreement with Prosperity Bancshares, Inc. and, because of this announcement, cancelled its previously scheduled earnings conference call that was set for January 30, 2026. The report includes customary forward-looking statement warnings and directs readers to prior annual and quarterly reports for risk factors.
Stellar Bancorp, Inc. announced that it has entered into an Agreement and Plan of Merger with Prosperity Bancshares, Inc., under which Stellar will merge with and into Prosperity, and Prosperity will be the surviving corporation.
Immediately after the parent merger, Stellar Bank will merge into Prosperity Bank, which will remain as the surviving bank. The companies furnished a joint press release and an investor presentation outlining the proposed transaction and related information, and indicated that Prosperity will file a Form S-4 registration statement with a joint proxy statement/prospectus for Stellar shareholders.
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) 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. plans to redeem a portion of its outstanding subordinated debt. The company has given notice of its intent to redeem $30.0 million aggregate principal amount of its $60.0 million 4.70% Fixed-to-Floating Rate Subordinated Notes due 2029.
The redemption price will be 100% of the principal amount redeemed, plus any accrued and unpaid interest up to, but excluding, the anticipated redemption date of October 1, 2025. This action would retire half of this subordinated notes issuance on the stated timetable.
Stellar Bancorp, Inc. reported that its Board of Directors declared a quarterly cash dividend of $0.14 per share of common stock on August 27, 2025. The dividend will be paid on September 30, 2025 to shareholders of record as of the close of business on September 15, 2025. The company issued a press release with these details, which is included as Exhibit 99.1 and incorporates cautionary language regarding forward-looking statements.
Stellar Bancorp (NYSE: STEL) filed a Form 8-K to furnish—not file—its second-quarter 2025 earnings materials. Exhibit 99.1 contains the full press release and Exhibit 99.2 the slide deck; neither document’s figures are reproduced in the filing, so no revenue, EPS or margin data are available in this text.
The company will host an investor conference call and webcast on Friday, July 25, 2025 at 8:00 a.m. CT to discuss results. Management reiterates that the furnished information is exempt from Section 18 liability and will not be incorporated into Securities Act filings unless specifically referenced. No other material corporate actions, transactions or governance changes are disclosed.