Welcome to our dedicated page for Tectonic Financial SEC filings (Ticker: TECTP), 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.
This page provides access to SEC filings related to Tectonic Financial, Inc. and its 9.00% Fixed-to-Floating Rate Series B Non-Cumulative Perpetual Preferred Stock (NASDAQ: TECTP). Through these regulatory documents, investors can review how the company reports material events, capital decisions, and other information that affects both its preferred and common equity.
Tectonic Financial, Inc. is a financial holding company active in commercial banking and a range of financial services, including trust, retirement and retirement plan administration, insurance, securities brokerage, wealth management, and factoring. Its SEC filings, such as Form 8-K current reports, describe actions by the Board of Directors, including the declaration of cash dividends on the Series B preferred stock and on common stock. For example, a Form 8-K filing discloses a quarterly cash dividend on the outstanding shares of the 9.00% Fixed-to-Floating Rate Series B Noncumulative Perpetual Preferred Stock, specifying the dividend amount, dividend period, payment date, and record date.
On this filings page, users can review current and historical documents filed with the SEC, including 8-K reports that cover material events, dividend declarations, and other corporate actions. Filings related to TECTP are particularly useful for understanding the timing and terms of preferred dividends and the company’s approach to shareholder distributions. By examining these filings, investors can see how Tectonic Financial describes its preferred stock, its capital structure, and decisions made by its Board.
Stock Titan enhances access to these filings with tools that highlight key elements of each document, helping readers quickly identify information about dividend declarations, security terms, and other disclosures that matter for evaluating TECTP and Tectonic Financial’s broader financial profile.
Tectonic Financial, Inc. entered into subordinated note purchase agreements and completed a private placement of $40 million in 7.25% fixed-to-floating rate subordinated notes due 2036 to qualified institutional buyers and institutional accredited investors. The notes were issued at 100% of face value and are intended to qualify as Tier 2 regulatory capital.
The notes pay a fixed 7.25% annual interest rate until February 15, 2031, then reset quarterly to three‑month SOFR plus 368 basis points until maturity on February 15, 2036. Tectonic plans to use the net proceeds for general corporate purposes, including refinancing existing indebtedness of T Bancshares, Inc. and redeeming its 9.00% fixed‑to‑floating rate Series B non‑cumulative perpetual preferred stock. The notes are unsecured, subordinated obligations, callable at the company’s option on or after February 15, 2031 at par plus accrued interest.
Tectonic Financial, Inc. announced a quarterly cash dividend of $0.2768541 per share on its 9.00% Fixed-to-Floating Rate Series B Noncumulative Perpetual Preferred Stock. The dividend covers the period from November 17, 2025 to February 17, 2026.
The dividend will be paid on February 17, 2026 to shareholders of record as of the close of business on February 6, 2026. The company previously announced a conditional redemption of this Series B preferred stock on or about February 17, 2026.
Tectonic Financial, Inc. plans to voluntarily delist its 9.00% Fixed‑to‑Floating Rate Series B Non‑Cumulative Perpetual Preferred Stock from NASDAQ and terminate its registration under the Exchange Act. The board approved this on January 14, 2026, and the company expects the delisting to be effective on or about February 27, 2026, following a planned Form 25 filing around February 17, 2026.
The company notified holders that on February 17, 2026 it intends to redeem all 1,725,000 outstanding Series B Preferred shares at $10.00 per share plus any declared and unpaid dividends to, but not including, the redemption date. Subsidiary T Bancshares, Inc. also intends to redeem its 7.125% subordinated notes due 2027 and 2028 at 100% of principal plus accrued interest. All of these redemptions and the delisting are conditioned on obtaining sufficient funding, a condition the company may choose to waive.
Tectonic Financial, Inc. filed an amended current report to add unaudited pro forma financial information related to its recent separation and distribution transaction. The update follows a prior report on the completion of the separation of Tectonic Advisors, LLC (“Spinco”), which was distributed to certain equity owners of Cain Watters & Associates, LLC under a Separation Agreement dated December 19, 2025.
The amendment supplies an unaudited pro forma condensed consolidated balance sheet as of September 30, 2025 and pro forma statements of operations for the year ended December 31, 2024 and the interim period ended September 30, 2025. These pro forma statements are presented for illustrative purposes to show how the company’s financials might have looked assuming the transaction occurred at the start of the periods indicated and are not necessarily indicative of actual or future results.
Tectonic Financial, Inc. received updated ownership disclosures from a group of major holders in this amended Schedule 13D. The reporting group, led by Chief Executive Officer A. Haag Sherman and affiliated entities and individuals, may be deemed to beneficially own 3,062,744 shares of common stock, representing 58.0% of the outstanding shares as of early January 2026.
The filing reflects the completion of a separation and distribution in which the company spun off Tectonic Advisors, LLC to certain Cain Watters & Associates equity owners. In connection with this distribution, the issuer received 1,529,880 shares of its common stock, equal to about 22.31% of fully diluted shares at that time, and a $35 million promissory note from the spin-off entity that was promptly refinanced and paid in cash. The company continues to qualify as a “controlled company” under Nasdaq rules.
Tectonic Financial, Inc. insider Sherman A. Haag, who is a director, Chief Executive Officer and a 10% owner, reported an indirect sale of 20,000 shares of common stock on January 5, 2026 at $5.70 per share. The sale price matches the exercise price of options he had granted in 2017 to certain individuals to buy up to 25,000 shares from him or an affiliate.
After this transaction, 1,719,000 shares are reported as held by The Sherman 2018 Irrevocable Trust, where Haag serves as trustee, 370,000 shares are held by Sherman Tectonic FLP LP, where he is Chief Executive Officer of the general partner, and 12,000 shares are held in an individual retirement account, all reported as indirect beneficial ownership.
Tectonic Financial director Thomas R. Sanders reported stock transactions dated January 5, 2026. One transaction reflects a disposal of common stock in connection with the issuer's spin-off of Tectonic Advisors, LLC, where he exchanged issuer shares for an equal number of Tectonic Advisors units valued at $23.78 per share.
In a separate transaction, he sold 2,000 shares of common stock at $5.70 per share, corresponding to options he had granted in 2017 that allowed certain individuals to purchase shares from him at that exercise price. Following these transactions, Sanders directly beneficially owns 42,620 shares of Tectonic Financial common stock.
Tectonic Financial director Steven B. Clapp reported stock transactions on January 5, 2026. He disposed of 170,480 shares of common stock at $23.78 per share in a sale linked to the issuer’s spin-off of Tectonic Advisors, LLC, receiving shares of Tectonic Advisors in exchange. He also sold 2,000 shares of common stock at $5.70 per share, reflecting the exercise price of options he had granted to certain individuals in 2017.
After these transactions, Clapp directly owned 32,620 shares of Tectonic Financial common stock, with an additional 5,000 shares held indirectly through an individual retirement account and 5,000 shares held indirectly by his spouse.
Tectonic Financial, Inc. reported that its Chief Financial Officer, Michelle Kay Baird, acquired 5,000 shares of common stock on January 5, 2026, in a transaction reported at a price of $0 per share. After this transaction, she beneficially owned a total of 67,740 shares of the company’s common stock in direct ownership. The filing notes that these holdings include restricted stock units that can only be settled in an equal number of common shares and are subject to vesting and forfeiture conditions, meaning some shares will be earned over time and could be lost if conditions are not met.
Tectonic Financial, Inc. reported solid Q3 2025 performance with higher earnings and balance sheet growth. Net income was $5.5 million versus $4.7 million a year ago, and diluted EPS was $0.73 versus $0.58. Net interest income rose to $11.1 million from $8.4 million as loan yields and balances increased, while the provision for credit losses also rose to $2.0 million from $0.6 million.
Total assets reached $1.06 billion (from $863.4 million at year-end), supported by cash and equivalents of $164.0 million and net loans of $767.5 million. Deposits expanded to $911.9 million, led by time deposits at $654.1 million. Borrowed funds were $0, down from $10.0 million at year-end, with subordinated notes steady at $12.0 million.
Noninterest income was $12.0 million (vs. $11.2 million), while noninterest expense was $14.0 million (vs. $13.3 million). Credit metrics were mixed: the allowance increased to $12.5 million (from $9.2 million), and total non‑accrual loans rose to $29.4 million (from $15.9 million at year-end), reflecting pockets of stress alongside portfolio growth.
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