Tax withholding trims Stellar Bancorp (STEL) executive share stake

Rhea-AI Filing Summary

Stellar Bancorp, Inc. senior executive vice president and chief risk officer Akin Okan I. reported a tax-related share disposition. On March 1, 2026, 365 shares of common stock were withheld to cover tax liabilities upon vesting of previously reported restricted shares at $37.66 per share. After this tax-withholding disposition, he directly owns 80,859 shares of Stellar Bancorp common stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Akin Okan I.

Role Senior Executive VP, CRO

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	365	$37.66	$14K

Holdings After Transaction: Common Stock — 80,859 shares (Direct)

Footnotes (1)

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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^*

Akin Okan I.

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Senior Executive VP, CRO

3. Date of Earliest Transaction (Month/Day/Year)
03/01/2026

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	03/01/2026		F		365(1)	D	$37.66	80,859	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	03/03/2026
	** 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.

FAQ

What insider transaction did Akin Okan I. report at Stellar Bancorp (STEL)?

Akin Okan I., a senior executive at Stellar Bancorp, reported a tax-withholding disposition. On March 1, 2026, 365 common shares were withheld to satisfy tax liabilities from vesting restricted stock, rather than sold in an open-market transaction.

How many Stellar Bancorp (STEL) shares were involved in the latest insider Form 4?

The filing shows 365 Stellar Bancorp common shares were disposed of. These shares were withheld by the company at $37.66 per share to cover tax obligations tied to vesting restricted stock, according to the transaction code F and accompanying footnote.

Was the Stellar Bancorp (STEL) insider transaction an open-market sale?

No, the transaction was not an open-market sale. The Form 4 uses code F and a footnote stating the 365 shares were withheld to satisfy tax liabilities from vesting restricted shares, meaning it was a tax-withholding disposition, not a discretionary sale.

What is Akin Okan I.’s remaining Stellar Bancorp (STEL) share ownership?

After the tax-withholding disposition, Akin Okan I. directly owns 80,859 Stellar Bancorp common shares. This figure is reported as the total shares following the March 1, 2026 transaction and reflects his ongoing direct equity stake in the company.

What does transaction code F mean in the Stellar Bancorp (STEL) Form 4 filing?

Transaction code F indicates shares were used to pay tax or exercise costs. In this case, 365 Stellar Bancorp shares were withheld to satisfy tax liabilities triggered by vesting restricted shares, as confirmed by the filing’s description and associated footnote.