Form 4: Holmes Rob C reports multiple insider transactions in TCBI

Rhea-AI Filing Summary

Holmes Rob C reported multiple insider transaction types in a Form 4 filing for TCBI. The filing lists transactions totaling 22,672 shares at a weighted average price of $103.42 per share. Following the reported transactions, holdings were 10,257 shares.

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

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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^*

Holmes Rob C

(Last) (First) (Middle)

2000 MCKINNEY AVE, STE 700

(Street)

DALLAS TX 75201

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
TEXAS CAPITAL BANCSHARES INC/TX [ TCBI ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chairman, President and CEO

3. Date of Earliest Transaction (Month/Day/Year)
02/13/2026

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	02/13/2026		M		9,566	A	$0	269,775	D
Common Stock	02/13/2026		F		3,540	D	$103.42	266,235	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
2024 Restricted Stock Units	$0	02/13/2026		M			9,566	02/16/2025	(1)	Common Stock	9,566(2)	$0	10,257	D

Explanation of Responses:

1. N/A

2. The restricted stock units vest in three equal annual installments beginning February 16, 2025.

Remarks:

	Mary Helen Hall, attorney-in-fact	02/17/2026
	** 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 TCBI CEO Rob C. Holmes report?

Rob C. Holmes reported exercising 9,566 restricted stock units into Texas Capital Bancshares common stock at an exercise price of $0. The award is from 2024 and is structured to vest in three equal annual installments beginning on February 16, 2025.

How many TCBI shares were withheld for taxes in this Form 4?

In this Form 4, 3,540 shares of Texas Capital Bancshares common stock were disposed of at $103.42 per share. This code F transaction reflects shares withheld to satisfy tax obligations related to the vesting, not an open-market sale by the CEO.

How many Texas Capital Bancshares shares does the CEO own after the transaction?

Following the reported transactions, Rob C. Holmes directly owns 266,235 shares of Texas Capital Bancshares common stock. In addition, he holds 10,257 restricted stock units, which represent future rights to receive common shares as they vest over time.

What are the terms of the CEO’s 2024 restricted stock units at TCBI?

The 2024 restricted stock units granted to Rob C. Holmes vest in three equal annual installments beginning February 16, 2025. On February 13, 2026, 9,566 of these units were exercised into common stock at an exercise price of $0 per share.

Is the CEO’s Form 4 transaction in TCBI stock a market sale?

The filing shows a tax-withholding disposition coded F, where 3,540 shares were delivered at $103.42 per share. This reflects shares withheld to cover taxes associated with vesting, rather than a discretionary open-market sale by the CEO.