18 unchanged sentences
The Company intends to satisfy the disclosure requirement under Item 5.05(c) of Form 8-K regarding an amendment to, or waiver from, a provision of the Company’s Code of Ethics for the Chief Executive Officer and Senior Financial Officers by posting such information on its website, at the address specified above.
+Added: Insider Trading Policy
+Added: The Company has adopted an insider trading policy that governs the purchase, sale, and certain other transactions of Company’s equity and debt securities by employees, directors, officers and advisory directors of the Company and its subsidiaries and their family members.
+Added: The insider trading policy is reasonably designed to promote compliance with applicable securities laws, rules, and regulations.
+Added: A copy of our insider trading policy is filed as Exhibit 19.1 to this Annual Report on Form 10-K.
Executive Compensation
17 unchanged sentences
Effective May 24, 2017, no future awards will be granted under the 2014 Plan, although the terms and conditions of the 2014 Plan will continue to govern any outstanding awards thereunder.
−Removed: Includes 336,749 shares issuable pursuant to outstanding restricted stock units, which do not have an exercise price.
+Added: Includes 323,820 shares issuable pursuant to outstanding RSUs, which do not have an exercise price.
Certain Relationships and Related Transactions, and Directors Independence
9 unchanged sentences
Consolidated Statements of Income for the Years Ended December 31, 2024, 2023 and 2022
−Removed: Consolidated Statements of Comprehensive (Loss) Income for the Years Ended December 31, 2023, 2022 and 2021
+Added: Consolidated Statements of Comprehensive Income (Loss) for the Years Ended December 31, 2024, 2023 and 2022
Consolidated Statements of Changes in Stockholders’ Equity for the Years Ended December 31, 2024, 2023 and 2022
21 unchanged sentences
Exhibit 4.2 to the Current Report on Form 8-K filed with the SEC on April 7, 2022 and incorporated herein by reference
−Removed: Form of the Director Support Agreement, dated October 10, 2018, among Investar Holding Corporation, Mainland Bank and all of the directors of Mainland Bank parties thereto
−Removed: Exhibit 10.3 to the Registration Statement on Form S-4 of the Company filed November 30, 2018 and incorporated herein by reference
Employment Agreement, dated August 1, 2020 by and among Investar Holding Corporation, Investar Bank, National Association, and John J.
Exhibit 10.1 to the Current Report on Form 8-K filed August 6, 2020 and incorporated herein by reference
−Removed: Employment Agreement, dated August 1, 2020 by and among Investar Holding Corporation, Investar Bank, National Association, and Christopher L.
−Removed: Exhibit 10.2 to the Current Report on Form 8-K filed August 6, 2020 and incorporated herein by reference
Amended and Restated Investar Holding Corporation 2017 Long-Term Incentive Compensation Plan
4 unchanged sentences
Exhibit 10.1 to the Current Report on Form 8-K of the Company filed May 23, 2019 and incorporated herein by reference
−Removed: Salary Continuation Agreement, dated as of February 28, 2018, by and between Investar Bank and Christopher Hufft
−Removed: Exhibit 10.2 to the Current Report on Form 8-K of the Company filed March 1, 2018 and incorporated herein by reference
−Removed: Supplemental Salary Continuation Agreement, dated May 22, 2019, by and between Investar Bank and Christopher Hufft
−Removed: Exhibit 10.2 to the Current Report on Form 8-K of the Company filed May 23, 2019 and incorporated herein by reference
−Removed: Separation Agreement & Release with Christopher Hufft, dated November 4, 2022
−Removed: Exhibit 10.10 to the Annual Report on Form 10-K of the Company filed March 8, 2023 and incorporated herein by reference
Form of Split Dollar Agreement by and between Investar Bank and each executive entering into a Salary Continuation Agreement
5 unchanged sentences
Exhibit 10.1 to the Registration Statement on Form S-1 of the Company filed May 16, 2014 and, as to Amendment No.1, Exhibit 99.2 to the Registration Statement on Form S-8 of the Company filed October 30, 2014, each of which is incorporated herein by reference
−Removed: Amendment to the Split Dollar Agreement between Investar Bank and Christopher Hufft, dated November 1, 2022
−Removed: Exhibit 10.13 to the Annual Report on Form 10-K of the Company filed March 8, 2023 and incorporated herein by reference
−Removed: Form of Stock Option Grant Agreement
+Added: Form of Stock Option Grant Agreement under the 2014 Long-Term Incentive Compensation Plan, as amended by Amendment No.
+Added: 1 to Investar Holding Corporation 2014 Long Term Incentive Plan
Exhibit 10.2 to the Registration Statement on Form S-1 of the Company filed May 16, 2014 and incorporated herein by reference
−Removed: Form of Restricted Stock Award Agreement for Employees
−Removed: Exhibit 10.3 to the Annual Report on Form 10-K of the Company filed March 11, 2016 and incorporated herein by reference
−Removed: Form of Restricted Stock Award Agreement for Non-Employee Directors
−Removed: Exhibit 10.4 to the Annual Report on Form 10-K of the Company filed March 11, 2016 and incorporated herein by reference
+Added: Form of Stock Option Grant Agreement under the Amended and Restated 2017 Long-Term Incentive Compensation Plan
+Added: Filed herewith
Form of Restricted Stock Unit Agreement for Employees
4 unchanged sentences
Exhibit 10.20 to the Annual Report on Form 10-K of the Company filed March 10, 2021 and incorporated herein by reference
+Added: Investar Holding Corporation Insider Trading Policy
+Added: Filed herewith
Subsidiaries of the Registrant
−Removed: Exhibit 21 to the Registration Statement on Form S-1 of the Company filed May 16, 2014 and incorporated herein by reference
+Added: Filed herewith
Consent of Horne LLP
9 unchanged sentences
Investar Holding Corporation Clawback Policy
−Removed: Filed herewith
+Added: Exhibit 97.1 to the Annual Report on Form 10-K of the Company filed March 7, 2024 and incorporated herein by reference
Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
30 unchanged sentences
March 12, 2025
−Removed: Senior Vice President and
+Added: Executive Vice President and
Chief Accounting Officer
19 unchanged sentences
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.