Stellar Bancorp CEO reports tax withholding of 2,617 shares

Stellar Bancorp, Inc. disclosed that its Chief Executive Officer and director reported a routine share withholding transaction involving company common stock.

Accepted by SEC EDGAR 01/05/2026 - 04:11 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

Stellar Bancorp, Inc. disclosed that its Chief Executive Officer and director reported a routine share withholding transaction involving company common stock. On 12/31/2025, 2,617 shares of common stock were withheld at a price of $30.94 per share, designated with transaction code "F," which indicates shares withheld for tax purposes. After this tax withholding related to the vesting of previously reported restricted shares, the reporting person directly beneficially owned 396,285 shares of Stellar Bancorp common stock.

Insider Trade Summary

Exercise Price or Tax Liability: 2,617 shares

Exercise Price or Tax Liability 1 txn

Insider Franklin Robert R Jr

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock	2,617	$30.94	$81K

Holdings After Transaction: Common Stock — 396,285 shares (Direct)

Holdings Before and After: Common Stock, 398,902 to 396,285 shares (Direct)

Footnotes (1)

1. F1. Represents shares withheld to satisfy tax liability for vesting of restricted shares of Common Stock previously reported.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Stellar Bancorp (STEL) report for 12/31/2025?

The Chief Executive Officer and director reported a transaction on 12/31/2025 in which 2,617 shares of Stellar Bancorp common stock were withheld, coded as an "F" transaction.

What does the code "F" mean in the Stellar Bancorp (STEL) insider filing?

The filing identifies the transaction code as "F" and explains it represents shares withheld to satisfy tax liability for the vesting of previously reported restricted shares of common stock.

How many Stellar Bancorp (STEL) shares does the insider own after this transaction?

Following the reported tax withholding transaction, the reporting person directly beneficially owned 396,285 shares of Stellar Bancorp common stock.

Was the Stellar Bancorp (STEL) insider transaction a purchase or sale on the open market?

The filing describes the 2,617 shares as withheld to satisfy tax liability upon vesting of restricted shares, rather than an open market purchase or sale.

What role does the reporting person hold at Stellar Bancorp (STEL)?

The reporting person is identified as both a Director and an Officer, serving as the Chief Executive Officer of Stellar Bancorp, Inc.

Is the Stellar Bancorp (STEL) Form 4 filed for one or multiple insiders?

The document indicates that the form is filed by one reporting person, not by more than one reporting person.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

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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^*

Franklin Robert R Jr

(Last) (First) (Middle)

9 GREENWAY PLAZA, SUITE 110

(Street)

HOUSTON TX 77046

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Stellar Bancorp, Inc. [ STEL ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
12/31/2025

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

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

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

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	12/31/2025		F		2,617(1)	D	$30.94	396,285	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. Represents shares withheld to satisfy tax liability for vesting of restricted shares of Common Stock previously reported.

Remarks:

	/s/ Justin M. Long, attorney-in-fact	01/05/2026
	** 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.