What changed in this filing

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Item 1. Business

2025-03-12 compared with 2024-03-07 · 82 added, 67 removed, 401 unchanged (27% of the section changed)

Investar Holding Corporation, a Louisiana corporation incorporated in 2009, is a financial holding company headquartered in Baton Rouge, Louisiana that conducts its operations primarily through its wholly-owned subsidiary, Investar Bank, National Association (the “Bank,” together with Investar Holding Corporation, the “Company,” “we,” “our,” or “us,”), a national bank chartered by the Office of the Comptroller of Currency (“OCC”).

The Bank was originally chartered as a Louisiana commercial bank in 2006 and converted to a national bank in July 2019.

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Our long-term strategy includes organic growth through high quality loans and growth through acquisitions, including whole-bank acquisitions, strategic branch acquisitions and asset acquisitions.

In order to improve efficiencies and leverage our digital initiatives, during the last three fiscal years we closed five branches, sold three tracts of land held for future branch locations, and completed the sale of two branches.

In January 2024, we closed a branch in our Alabama market.

In order to improve efficiencies and leverage our digital initiatives, during the last three fiscal years we closed four branches, sold three tracts of land held for future branch locations, and completed the sale of two branches.

Consistent with our current strategy, we exited the consumer mortgage origination business in the third quarter of 2023.

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For business customers, we target small to medium-sized businesses and professional organizations such as law firms, accounting firms and medical practices.

Management considers all of our operations to be aggregated in one reportable operating segment, and accordingly, no separate segment disclosures are presented in this report.

Management considers all of our operations to be aggregated in one reportable operating segment.

For additional information regarding segment reporting, s ee Note 1.

Summary of Significant Accounting Policies – Segment Reporting.

Lending Activities .

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We also manage risk by avoiding concentrations in any one business or industry.

For further discussion see “ Commercial real estate loans may expose us to greater risks than our other real estate loans.

” in Item 1A.

Risk Factors.

Commercial and industrial loans .

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Fixed rate loans are priced based on collateral, term and amortization.

The interest rate for floating rate loans is typically tied to the prime rate published in The Wall Street Journal .

The interest rate for floating rate loans is typically tied to the prime rate published in The Wall Street Journal or SOFR .

Commercial and industrial loans include variable-rate loans to consumer finance lending companies.

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We also manage risk by avoiding concentrations in any one business or industry.

For further discussion see “ Commercial and industrial loans may expose us to greater risks than other loans.

” in Item 1A.

Risk Factors.

Construction and development loans .

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These loans are secured by the underlying project being built.

We disburse funds in installments based on the percentage of completion and only after the project has been inspected by an experienced construction lender or third-party inspector.

For construction loans, loan to value ratios range from 70% to 80% of the developed/completed value, while for development loans our loan to value ratios typically will not exceed 70% to 75% of such value.

Speculative loans are based on the borrower’s financial strength and cash flow position, and we disburse funds in installments based on the percentage of completion and only after the project has been inspected by an experienced construction lender or third-party inspector.

Speculative loans are based on the borrower’s financial strength and cash flow position.

Construction lending entails significant additional risks compared to commercial real estate or residential real estate lending due to the dynamics of construction projects, changes in interest rates, the long-term financing market, and state and local government regulations.

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In addition, as to speculative development loans, we generally make such loans only to borrowers that have a positive pre-existing relationship with us.

We also manage risk by using specific underwriting policies and procedures for these types of loans and by avoiding excessive concentrations in any one business or industry.

We also manage risk by using specific underwriting policies and procedures for these types of loans and by avoiding concentrations in any one business or industry.

Lending to Individuals .

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Consumer loans represented less than 1% of our total loans at December 31, 2024.

We make these loans (which are normally fixed-rate loans) to individuals for a variety of personal, family and household purposes, and secured and unsecured installment and term loans.

We make these loans (which are normally fixed-rate loans) to individuals for a variety of personal, family and household purposes.

The loans may be secured or unsecured and installment or term loans.

Because many consumer loans are secured by depreciable assets such as cars, boats and trailers, the loans are amortized over the useful life of the asset.

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We offer a broad base of deposit products and services to our individual and business clients, including savings, checking, and money market accounts, as well as a variety of certificates of deposit and individual retirement accounts.

We also offer a reciprocal deposit product, Assured Checking, that allows customers to deposit funds in excess of the Federal Deposit Insurance Corporation’s (“FDIC”) $250,000 insurance limit and have the funds insured by the FDIC.

We also offer a reciprocal deposit product, Assured Checking, that allows customers to deposit funds in excess of the FDIC’s $250,000 insurance limit and have the funds insured by the FDIC.

We offer debit cards, internet banking, mobile banking with smartphone deposit capability as well as debit card protection settings.

For our business clients, we offer a competitive suite of treasury management products which include, but are not limited to, remote deposit capture, lockbox payment processing, virtual vaults, positive pay, ACH origination, credit card processing, wire transfer, investment sweep accounts, and enhanced business internet banking.

For our business clients, we offer a competitive suite of treasury management products which include, but are not limited to, remote deposit capture, lockbox payment processing, virtual vaults, positive pay, Automated Clearing House origination, credit card processing, wire transfer, investment sweep accounts, and enhanced business internet banking.

Other Banking Services.

The Bank’s other banking services include cashiers’ checks, direct deposit of payroll and Social Security checks, night depository, bank-by-mail, automated teller machines with deposit automation, debit cards, corporate credit cards, mobile wallet payment options, electronic statements, electronic banking for consumer and business customers, and Zelle® for consumers, a fast and easy way to send money directly between almost any bank account in the United States (“U.S.”).

In addition, the Bank has options for contactless banking including interactive teller machines (“ITMs”), online account opening, and video banking.

ITMs are an upgrade on traditional automated teller machine (“ATM”) technology that allow customers to virtually interact directly with Bank staff.

The Bank’s other banking services include cashiers’ checks, direct deposit of payroll and Social Security checks, night depository, bank-by-mail, ATMs with deposit automation, debit cards, corporate credit cards, mobile wallet payment options, electronic statements, electronic banking for consumer and business customers, and Zelle® for consumers, a fast and easy way to send money directly between almost any bank account in the U.S.

In addition, the Bank has options for contactless banking, including ITMs and online account opening.

ITMs are an upgrade on traditional ATM technology that allow customers to virtually interact directly with Bank staff.

Online account opening allows a consumer to open a number of available checking, savings, and certificate of deposit accounts online.

Video banking lets customers communicate with Bank staff from a mobile device or computer without visiting a branch.

The Bank does not offer trust services or insurance products.

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Recent Acquisitions .

All of our acquisition activity is evaluated and overseen by a standing Mergers and Acquisitions Committee of our board of directors.

A discussion of acquisitions completed since January 1, 2020, is set forth under the heading “ Certain Events That Affect Year-over-Year Comparability – Acquisitions ” in Item 7.

Management ’ s Discussion and Analysis of Financial Condition and Results of Operations .

All of our acquisition activity is evaluated and overseen by a standing Mergers and Acquisitions Committee of our Board.

No acquisitions have been completed since January 1, 2022.

Divestiture and Sale or Closure Activity

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Branch Closures and Land Sales .

During the last three fiscal years, we closed five branches and sold three tracts of land held for future branch locations.

Three of the branches had been acquired, and the closures involved anticipated synergies that resulted in significant cost savings.

In January 2024, we closed a branch in our Alabama market.

During the last three fiscal years, we closed four branches and sold three tracts of land held for future branch locations.

Two of the branches had been acquired, and the closures involved anticipated synergies that resulted in significant cost savings.

We continue to evaluate opportunities to reduce our physical branch footprint and further improve efficiency through digital initiatives.

De Novo Branches or Conversion Activity

During our last three fiscal years, we have not opened any de novo branches.

In the fourth quarter of 2024, we converted an existing loan and deposit production office in our Texas market to a full-service branch location.

In the third quarter of 2023, we converted an existing loan and deposit production office in our Alabama market to a cashless branch designed to provide a digital banking experience.

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The Dodd-Frank Act.

The Dodd-Frank Act, enacted on July 21, 2010, aims to restore responsibility and accountability to the financial system by significantly altering the regulation of financial institutions and the financial services industry.

Full implementation of the Dodd-Frank Act has required many new rules to be issued by federal regulatory agencies, and it will continue to profoundly affect how financial institutions will be regulated in the future.

The Dodd-Frank Act, enacted on July 21, 2010, and regulations adopted pursuant to it, significantly altered the regulation of financial institutions and the financial services industry.

The Dodd-Frank Act, among other things:

established the Consumer Financial Protection Bureau (“CFPB” or “Bureau”), an independent bureau within the Federal Reserve System with centralized responsibility for promulgating and enforcing federal consumer protection laws applicable to all entities offering consumer financial products or services;

established the CFPB, an independent bureau within the Federal Reserve System with centralized responsibility for promulgating and enforcing federal consumer protection laws applicable to all entities offering consumer financial products or services;

established the Financial Stability Oversight Council, tasked with the authority to identify and monitor institutions and systems that pose a systemic risk to the financial system;

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Some of these provisions have had and may continue to have the consequence of increasing our expenses, decreasing our revenues, and changing the activities in which we choose to engage.

Many aspects of the Dodd-Frank Act are subject to ongoing implementation (such as the recent final rulemaking discussed below on small business lending data collection);

further, in the past certain provisions implemented by federal agencies have been legislatively revised or rescinded.

Currently, the U.S.

Supreme Court is considering a case challenging the constitutionality of the CFPB’s funding mechanism.

If the Court rules that the CFPB’s funding mechanism is unconstitutional, it will likely have significant consequences for the regulations and decisions rendered by the CFPB.

While we cannot predict what effect any presently contemplated or future changes in the laws or regulations or their interpretations would have on us, these changes could be materially adverse to our financial condition and results of operations.

Certain aspects of the Dodd-Frank Act are subject to ongoing implementation (such as the recent final rulemaking discussed below on small business lending data collection);

further, in the past certain provisions implemented by federal agencies have been legislatively revised or rescinded, and Congress may do so again in the future.

Additionally, the future implementation and enforcement of regulations may be affected by the outcome of the 2024 Presidential election, which is resulting in significant changes in the leadership of the various bank regulatory agencies.

In early February 2025, the CFPB’s Acting Director issued directives to cease virtually all CFPB activities, including supervision, examinations, rulemaking, enforcement actions, and pending investigations.

CFPB staff were instructed to suspend the effective dates of all rules that have been issued, but have not yet gone into effect.

Further, the Acting Director announced that the CFPB would not be taking its next draw of unappropriated funding.

A new CFPB Director has been nominated and is subject to Senate confirmation.

We cannot predict when or how these matters involving the CFPB will be resolved.

While we cannot predict what effect any presently contemplated or future changes in the laws or regulations, their interpretations or enforcement would have on us, these changes could be materially adverse to our financial condition and results of operations.

Small Business Lending Data Collection and Reporting.

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The purpose of the rulemaking is to increase transparency and combat discrimination in small business lending.

As of the date of this report, implementation and enforcement of the rule has been enjoined until the U.S.

Supreme Court renders its decision on the constitutionality of the CFPB’s funding mechanism.

Open Banking Rule.

On October 22, 2024, the CFPB issued its final rule implementing Section 1033 of the Dodd-Frank Act with respect to personal financial data rights, more commonly known as the “Open Banking Rule.” The final rule, among other things, requires banks, credit unions, and other financial service providers to make a consumer’s data available upon request to the consumer and their authorized third parties in a secure and reliable manner, and establishes obligations for third parties accessing consumers’ data, including data security and privacy protections.

According to the CFPB, the rule is designed to foster competition and innovation in the financial services industry by making it easier for consumers to switch financial providers and for new companies to offer innovative products and services.

The compliance deadline is phased in based on the asset size of the financial institution.

For banks with $1.5 billion to $3 billion in total assets, the compliance deadline is April 1, 2029.

Interchange Fees.

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therefore, the Bank is currently exempt from the Volcker Rule.

Brokered Deposits.

The Bank has increased its level of brokered deposits in recent years.

FDIC regulations governing brokered deposits (which apply to all insured depository institutions) define the term “brokered deposit” as “any deposit that is obtained, directly or indirectly, from or through the mediation or assistance of a “deposit broker.” Generally, the banking agencies view brokered deposits as a more volatile funding source than core deposits.

Only well-capitalized banks are permitted to accept, renew or roll over brokered deposits without a waiver from the FDIC (which historically has been challenging to obtain).

On July 30, 2024, the FDIC issued a notice of proposed rulemaking that, among other things, would revise the brokered deposit rule to expand the types of deposits that fall within the definition of brokered deposit.

The FDIC’s new leadership withdrew this proposed rule on March 3, 2025.

Regulatory Capital Requirements

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Risks such as concentration of credit risks and the risk arising from non-traditional activities, as well as the institution’s exposure to a decline in the economic value of its capital due to changes in interest rates, and an institution’s ability to manage those risks are important factors that are to be taken into account by the federal banking agencies in assessing an institution’s overall capital adequacy.

The federal banking agencies finalized a rule in 2019 that allows bank holding companies and banks with less than $10.0 billion in total consolidated assets, limited amounts of certain assets and off-balance sheet exposures, and a leverage ratio of greater than 9% to elect to use the Community Bank Leverage Ratio (“CBLR”) framework.

A community banking organization electing to use the CBLR framework would have a simplified capital regime and would be considered well-capitalized as long as it had a leverage ratio of greater than 9%.

We have not elected to use the CBLR framework, and it is uncertain if we will elect to use the CBLR framework in the future.

Furthermore, the U.S.

federal banking agencies have finalized rules that permit bank holding companies and banks to phase-in, for regulatory capital purposes, the day-one impact of the new current expected credit loss accounting rule in retained earnings over a period of three years commencing with time of adoption of the new standard.

We did not make the election to phase in the impact of CECL on our regulatory capital calculations because the adoption of CECL did not have a significant impact on our regulatory capital ratios.

For further discussion of the new current expected credit loss accounting rule, see Note 1.

Summary of Significant Accounting Policies – Accounting Standards Adopted in 2023, and also see “ Our allowance for credit losses may prove to be insufficient to absorb losses inherent in our loan portfolio, and we may be required to further increase our provision for credit losses.

Furthermore, U.S.

federal banking agencies’ rules permit bank holding companies and banks to phase-in, for regulatory capital purposes, the day-one impact of the CECL accounting rule in retained earnings over a period of three years commencing with time of adoption of the standard.

We adopted the CECL accounting rule effective January 1, 2023.

We did not make the election to phase in the impact of the CECL accounting rule on our regulatory capital calculations because the adoption did not have a significant impact on our regulatory capital ratios.

For further discussion of the new CECL accounting rule, see Note 1.

Summary of Significant Accounting Policies – Allowance for Credit Losses, and also see “ Our allowance for credit losses may prove to be insufficient to absorb losses inherent in our loan portfolio, and we may be required to further increase our provision for credit losses.

This risk may be heightened by our adoption of the Current Expected Credit Loss accounting standard effective January 1, 2023.

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The regulations also establish procedures for downgrading a bank to a lower capital category based on supervisory factors other than capital.

Additionally, only a well-capitalized depository bank may accept or renew brokered deposits without prior regulatory approval.

Additionally, only a well-capitalized depository bank may accept or renew brokered deposits without prior regulatory approval and banks that are less than well-capitalized are subject to restrictions on the interest rates that can be paid on deposits.

Furthermore, a bank holding company must guarantee that a subsidiary depository institution meets its capital restoration plan, subject to various limitations.

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The Federal Reserve may determine not to approve any of these transactions if it would result in or tend to create a monopoly or substantially lessen competition or otherwise function as a restraint of trade, unless the anti-competitive effects of the proposed transaction are clearly outweighed by the public interest in meeting the convenience and needs of the community to be served.

The Federal Reserve is also required to consider the financial and managerial resources and future prospects of the bank holding companies and banks concerned, the convenience and needs of the community to be served, and the record of a bank holding company and its subsidiary bank(s) in combating money laundering activities.

In addition, a failure to implement and maintain adequate compliance programs could cause the Federal Reserve or other banking regulators not to approve an acquisition when regulatory approval is required or to prohibit an acquisition even if approval is not required.

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In addition, under federal law, the Bank may not pay any dividend to us if it is undercapitalized or the payment of the dividend would cause it to become undercapitalized.

The Bank is also restricted from paying dividends if it fails to maintain capital above the Basel III capital conservation buffer.

The OCC may further restrict the payment of dividends by requiring the Bank to maintain a higher level of capital than would otherwise be required to be adequately capitalized for regulatory purposes.

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In addition, the FDIC can impose special assessments in certain instances.

As noted above, the Dodd-Frank Act changed the way that deposit insurance premiums are calculated.

Action by the FDIC to replenish the Deposit Insurance Fund when needed could result in higher assessment rates, which could reduce our profitability or otherwise negatively impact our operations.

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or (3) operations, including associated services, functions and support, as applicable, the failure or discontinuance of which would pose a threat to the financial stability of the U.S.

A “computer-security incident” is defined as is an occurrence that results in actual harm to the confidentiality, integrity, or availability of an information system or the information that the system processes, stores, or transmits.

A “computer-security incident” is defined as an occurrence that results in actual harm to the confidentiality, integrity, or availability of an information system or the information that the system processes, stores, or transmits.

Federal banking regulators regularly issue guidance regarding cybersecurity intended to enhance cyber risk management.

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The Bank is subject to numerous laws and regulations intended to protect consumers in transactions with the Bank, including, among others, laws regarding unfair, deceptive and abusive acts and practices, usury laws, and other federal consumer protection statutes.

These federal laws include the Equal Credit Opportunity Act (the “ECOA”), the Electronic Fund Transfer Act, the Fair Credit Reporting Act, the Fair Debt Collection Practices Act, the Real Estate Settlement Procedures Act of 1974, the S.A.F.E.

These federal laws include the ECOA, the Electronic Fund Transfer Act, the Fair Credit Reporting Act, the Fair Debt Collection Practices Act, the Real Estate Settlement Procedures Act of 1974, the S.A.F.E.

Mortgage Licensing Act of 2008, the Truth in Lending Act and the Truth in Savings Act, among others.

Many states and local jurisdictions have consumer protection laws analogous, and in addition, to those enacted under federal law.

Many states have consumer protection laws analogous, and in addition, to those enacted under federal law.

These laws and regulations mandate certain disclosure requirements and regulate the manner in which financial institutions must deal with customers when taking deposits, making loans and conducting other types of transactions.

Failure to comply with these laws and regulations could give rise to regulatory sanctions, customer rescission rights, action by state and local attorneys general and civil or criminal liability.

The ECOA and the Fair Housing Act prohibit lenders from discriminating in their lending practices on the basis of characteristics specified in those statutes.

A failure to comply with the ECOA or the Fair Housing Act could result in enforcement actions by a bank’s principal federal regulatory agency, as well as by other federal regulatory agencies or the Department of Justice.

In addition, the Dodd-Frank Act created the CFPB that has broad authority to regulate and supervise retail financial services activities of banks and various non-bank providers.

The Bureau has authority to promulgate regulations, issue orders, guidance and policy statements, conduct examinations and bring enforcement actions with regard to consumer financial products and services.

The CFPB has authority to promulgate regulations, issue orders, guidance and policy statements, conduct examinations and bring enforcement actions with regard to consumer financial products and services.

In general, however, banks with assets of $10 billion or less, such as the Bank, will continue to be examined for consumer compliance by their primary federal bank regulator.

In October 2022, the U.S.

Court of Appeals for the 5th Circuit issued a decision ruling that the CFPB’s funding mechanism violates the separation-of-powers principles embodied in the U.S.

Constitution’s Appropriations Clause.

This ruling essentially called into question the validity of the Bureau’s authority to issue regulations and pursue enforcement actions.

Supreme Court agreed to review the case and held oral argument on October 3, 2023.

The Court has not yet issued its decision.

We believe that the banking industry generally will continue complying with the Bureau’s regulations until clarity is provided.

There has been an enhanced focus by federal bank regulatory agencies with respect to industry practices relating to overdraft fees and non-sufficient funds fees.

There has been an enhanced focus by federal bank regulatory agencies with respect to industry practices relating to overdraft fees, credit card fees, and non-sufficient funds fees.

For example, the CFPB issued a Request for Information in January 2022 seeking public input with respect to financial institution practices relating to, among other areas, credit card fees, overdraft fees and non-sufficient funds fees and stated its intent to reduce these types of fees through crafting rules, issuing industry guidance and focusing supervision and enforcement resources to achieve this goal.

In October 2022, the Bureau issued guidance with respect to certain practices relating to overdraft fees and bounced check fees.

In October 2022, the CFPB issued guidance with respect to certain practices relating to overdraft fees and bounced check fees.

The FDIC issued guidance in August 2022 with respect to bank practices involving charging multiple non-sufficient funds fees on the representment of items on a deposit account.

In February 2023, the Bureau issued a proposed rule that would restrict certain practices relating to credit card late fees.

In March 2024, the CFPB finalized a rule restricting certain practices relating to credit card late fees.

This final rule is currently stayed pending litigation over the rule.

On April 26, 2023, the OCC issued guidance addressing risks associated with bank overdraft protection programs.

On January 17, 2024, the Bureau issued a proposed rule that would require financial institutions with over $10 billion in total assets to treat overdraft loans like credit cards and other loans as well as to provide clear disclosures and other protections.

On January 24, 2024, the Bureau issued a proposed rule that would prohibit non-sufficient funds fees on transactions that financial institutions decline in real time.

These types of transactions include declined debit card purchases and ATM withdrawals, as well as some declined peer-to-peer payments.

In December 2024, the CFPB issued a final rule generally requiring financial institutions with over $10 billion in assets to either cap overdraft fees at $5.00 or otherwise follow Truth in Lending Act requirements when providing deposit account overdraft services.

Mortgage Lending Rules

The Dodd-Frank Act authorized the Consumer Financial Protection Bureau to establish certain minimum standards for the origination of residential mortgages, including a determination of the borrower’s ability to repay.

The Dodd-Frank Act authorized the CFPB to establish certain minimum standards for the origination of residential mortgages, including a determination of the borrower’s ability to repay.

Under the Dodd-Frank Act, financial institutions may not make a residential mortgage loan unless they make a “reasonable and good faith determination” that the consumer has a “reasonable ability” to repay the loan.

The Dodd-Frank Act allows borrowers to raise certain defenses to foreclosure but provides a full or partial safe harbor from such defenses for loans that are “qualified mortgages.” The Bureau’s rules, among other things, specify the types of income and assets that may be considered in the ability-to-repay determination, the permissible sources for verification, and the required methods of calculating the loan’s monthly payments.

The Dodd-Frank Act allows borrowers to raise certain defenses to foreclosure but provides a full or partial safe harbor from such defenses for loans that are “qualified mortgages.” The CFPB’s rules, among other things, specify the types of income and assets that may be considered in the ability-to-repay determination, the permissible sources for verification, and the required methods of calculating the loan’s monthly payments.

The rules extend the requirement that creditors verify and document a borrower’s income and assets to include all information that creditors rely on in determining repayment ability.

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These policies influence to a significant extent the overall growth of bank loans, investments, and deposits and the interest rates charged on loans or paid on deposits.

For example, during 2022 and in 2023 the Federal Open Market Committee of the Federal Reserve increased the target rate range for trading in the federal funds market (known as the federal funds target rate or the federal funds rate) multiple times, increasing market interest rates.

The federal funds rate is the rate at which commercial banks borrow and lend their excess reserves to each other overnight.

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Future Legislation and Regulatory Reform

The OCC announced on September 28, 2023 that its key areas of supervisory strategies for 2024 will include:

asset and liability management; credit risk management and allowance for credit losses; cybersecurity; operations; digital ledger technology activities; change management; payments; Bank Secrecy Act/anti-money laundering/countering the financing of terrorism/Office of Foreign Assets Control; consumer compliance, fair lending risk and CRA performance; and climate-related financial risk management.

The OCC announced on October 1, 2024 that its key areas of supervisory strategies for 2025 will include:

asset and liability management; credit risk management and ACL; capital;

cybersecurity; third party risk management;

operations; enterprise change management; payments; Bank Secrecy Act/anti-money laundering/countering the financing of terrorism/Office of Foreign Assets Control; consumer compliance, fair lending risk and CRA performance; and climate-related financial risk management.

We believe that changes within OCC leadership as a result of the outcome of the 2024 Presidential election will likely have an impact on supervisory priorities.

New laws, regulations and policies are regularly proposed that contain wide-ranging proposals for altering the structures, regulations and competitive relationships of financial institutions operating in the U.S.

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We cannot predict whether or in what form any law, regulation or policy will be adopted or modified or the extent to which our operations and activities, financial condition, results of operations, strategic plans or future prospects may be affected by its adoption or modification.

The cumulative effect of these laws and regulations adds significantly to the cost of our operations and thus has a negative impact on profitability.

The cumulative effect of these laws and regulations, and frequent changes to them, add significantly to the cost of our operations and thus has a negative impact on profitability.

There has also been a tremendous expansion in recent years of financial service providers that are not subject to the same level of regulation, examination and oversight as we are.

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We provide a comprehensive benefits package for eligible employees which includes group health (medical, dental, and vision) insurance including a health savings account option, paid time off, short and long term disability insurance, life insurance and a 401(k) plan in which we provide a matching contribution.

We also offer eligible employees participation in our Employee Stock Ownership Plan (“ESOP”) as well as our Long Term Incentive Plan (“LTIP”) in order to better align employee and shareholder interests.

We also offer eligible employees participation in our ESOP as well as our LTIP in order to better align employee and shareholder interests.

We provide employees with robust training programs that promote employee development and effectiveness by providing high-quality curriculums designed to meet individual, departmental and Bank-wide objectives.

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We do not tolerate illegal discrimination or harassment and encourage employees to immediately report any violations to management and human resources.

As of December 31, 2023, we ha d 320 full-time and 11 part-time employees.

As of December 31, 2024, we ha d 327 full-time and eight part-time employees.

None of our employees are represented by any collective bargaining unit or are parties to a collective bargaining agreement.

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Available Information

Our filings with the Securities and Exchange Commission (the “SEC”), including annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and all amendments thereto, are available on our website as soon as reasonably practicable after the reports are filed with or furnished to the SEC.

Our filings with the SEC, including Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and all amendments thereto, are available on our website as soon as reasonably practicable after the reports are filed with or furnished to the SEC.

Copies can be obtained free of charge in the “Investor Relations” section of our website at www.investarbank.com.

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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business