1 unchanged sentence
Unregistered Sales of Equity Securities
+Added: As previously disclosed, including in a Current Report on Form 8-K filed July 1, 2025, the Company completed a private placement of its Series A Preferred Stock on July 1, 2025.
Issuer Purchases of Equity Securities
−Removed: The table below provides information with respect to purchases made by the Company of shares of its common stock during each of the months during the three month period ended March 31, 2025 .
+Added: The table below provides information with respect to purchases made by the Company of shares of its common stock during each of the months during the three month period ended June 30, 2025 .
(a) Total Number of Shares (or Units) Purchased (1)
2 unchanged sentences
(d) Maximum Number (or Approximate Dollar Value) of Shares (or Units) That May Be Purchased Under the Plans or Programs (2)
−Removed: January 1, 2025 - January 31, 2025
−Removed: February 1, 2025 - February 28, 2025
−Removed: March 1, 2025 - March 31, 2025
−Removed: Includes 4,293 s h ares of common stock surrendered to cover the payroll taxes due upon the vesting of RSUs and 27,187 shares of common stock surrendered to satisfy the net exercise of stock options and related tax withholding obligations .
+Added: April 1, 2025 - April 30, 2025
+Added: May 1, 2025 - May 31, 2025
+Added: June 1, 2025 - June 30, 2025
+Added: Includes 26,155 s h ares of common stock surrendered to cover the payroll taxes due upon the vesting of RSUs .
The Comp any has had a stock repurchase program since 2015.
−Removed: As of March 31, 2025, the Company had 460,653 shares remaining avail able under the program.
+Added: As of June 30, 2025, the Company had 424,588 shares remaining avail able under the program.
Because we are a holding company with no material business activities, our ability to pay dividends is substantially dependent upon the ability of the Bank to transfer funds to us in the form of dividends, loans and advances.
6 unchanged sentences
Under the terms of our 2032 Notes, we are prohibited from paying dividends upon and during the continuance of any Event of Default under such notes.
+Added: Under the terms of our Series A Preferred Stock, subject to certain exceptions, we are prohibited from paying dividends on, or repurchasing or redeeming our common stock, unless full dividends for the Series A Preferred Stock’s most recently completed dividend period have been declared and paid on all outstanding shares of Series A Preferred Stock.
Finally, our ability to pay dividends may be limited on account of the junior subordinated debentures that we assumed through acquisitions.
1 unchanged sentence
Description of Exhibit
−Removed: Restated Articles of Incorporation of Investar Holding Corporation (1)
+Added: Agreement and Plan of Merger, dated July 1, 2025, by and among Investar Holding Corporation and Wichita Falls Bancshares, Inc.
+Added: Composite Articles of Incorporation of Investar Holding Corporation
Amended and Restated By-laws of Investar Holding Corporation (2)
Specimen Common Stock Certificate (3)
+Added: Specimen certificate representing Series A Non-Cumulative Perpetual Convertible Preferred Stock (4)
Indenture, dated April 6, 2022, by and among Investar Holding Corporation and UMB Bank, National Association, as trustee (5)
1 unchanged sentence
Form of Restricted Stock Unit Agreement for Non-Employee Directors - Five Year Vesting (7)
+Added: Form of Securities Purchase Agreement, dated June 30, 2025, by and between Investar Holding Corporation and the purchasers set forth therein (8)
+Added: Form of Registration Rights Agreement, dated June 30, 2025, by and between Investar Holding Corporation and the purchasers set forth therein (9)
Certification of the Principal Executive Officer, as required pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
9 unchanged sentences
Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101)
−Removed: Filed as exhibit 3.1 to the Registration Statement on Form S-1 of the Company filed with the SEC on May 16, 2014 and incorporated herein by reference.
+Added: Filed as exhibit 2.1 to the Current Report on Form 8-K of the Company filed with the SEC on July 1, 2025 and incorporated herein by reference.
Filed as exhibit 3.2 to the Registration Statement on Form S-4 of the Company filed with the SEC on October 10, 2017 and incorporated herein by reference.
Filed as exhibit 4.1 to the Registration Statement on Form S-1 of the Company filed with the SEC on May 16, 2014 and incorporated herein by reference.
+Added: Filed as exhibit 4.1 to the Current Report on Form 8-K of the Company filed with the SEC on July 1, 2025 and incorporated herein by reference.
Filed as exhibit 4.1 to the Current Report on Form 8-K filed with the SEC on April 7, 2022 and incorporated herein by reference.
Filed as 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: * Management contract or compensatory plan or arrangement.
+Added: Filed as exhibit 10.1 to the Quarterly Report on Form 10-Q of the Company filed with the SEC on May 7, 2025 and incorporated herein by reference.
+Added: Filed as exhibit 10.1 to the Current Report on Form 8-K of the Company filed with the SEC on July 1, 2025 and incorporated herein by reference.
+Added: Filed as exhibit 10.2 to the Current Report on Form 8-K of the Company filed with the SEC on July 1, 2025 and incorporated herein by reference.
+Added: * The registrant has omitted schedules and similar attachments to the subject agreement pursuant to Item 601(b)(2) of Regulation S-K.
+Added: The registrant will furnish a copy of any omitted schedule or similar attachment to the SEC upon request.
+Added: ** Manage ment contract or compensatory plan or arrangement.
The Company does not have any long-term debt instruments under which securities are authorized exceeding 10% of the total assets of the Company and its subsidiaries on a consolidated basis.
2 unchanged sentences
INVESTAR HOLDING CORPORATION
+Added: August 6, 2025
President and Chief Executive Officer
(Principal Executive Officer)
+Added: August 6, 2025
Chief Financial Officer
1 unchanged sentence
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.