What changed in this filing

/stocks — the workspaceLOADING

Item 9A. Controls and Procedures

2023-03-16 compared with 2022-03-18 · 57 added, 90 removed, 151 unchanged (49% of the section changed)

1 unchanged sentence

Evaluation of disclosure controls and procedures

As of the end of the period covered by this Report, an evaluation was performed by the Company, under the supervision and with the participation of its management, including its Chief Executive Officer (Principal Executive Officer) and Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer), of the effectiveness of the design and operation of its disclosure controls and procedures.

As of the end of the period covered by this Report, an evaluation was performed by our management, with the participation of our Chief Executive Officer (Principal Executive Officer) and Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer), of the effectiveness of the design and operation of our disclosure controls and procedures.

In designing and evaluating the disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and management was required to apply judgment in evaluating its controls and procedures.

Based on this evaluation, the Company’s Chief Executive Officer and Chief Financial Officer concluded that the Company’s disclosure controls and procedures (as defined in Rules 13a-15(e) or 15d-15(e) under the Exchange Act) were effective as of the end of the period covered by this Report.

Based on this evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures (as defined in Rules 13a-15(e) or 15d-15(e) under the Exchange Act) were effective as of the end of the period covered by this Report.

Management’s annual report on internal control over financial reporting

Management of the Company is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act).

The Company’s internal control system is a process designed to provide reasonable assurance regarding the preparation and fair presentation of published financial statements in accordance with GAAP.

Management of Red River Bancshares, Inc.

is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act).

Our internal control system is a process designed to provide reasonable assurance regarding the preparation and fair presentation of published financial statements in accordance with GAAP.

All internal control systems, no matter how well designed, have inherent limitations and can only provide reasonable assurance with respect to financial reporting.

As of December 31, 2021, management assessed the effectiveness of the Company’s internal control over financial reporting based on the criteria for effective internal control over financial reporting established in “Internal Control — Integrated Framework,” issued by the Committee of Sponsoring Organizations (“COSO”) of the Treadway Commission in 2013.

Based on the assessment management determined that the Company maintained effective internal control over financial reporting as of December 31, 2021.

Postlethwaite and Netterville, an independent registered public accounting firm, audited the consolidated financial statements of the Company for the years ended December 31, 2021 and 2020, included in this Report.

As of December 31, 2022, management assessed the effectiveness of our internal control over financial reporting based on the criteria for effective internal control over financial reporting established in “Internal Control — Integrated Framework,” issued by the Committee of Sponsoring Organizations of the Treadway Commission in 2013.

Based on the assessment, management determined that we maintained effective internal control over financial reporting as of December 31, 2022.

Postlethwaite and Netterville, an independent registered public accounting firm, audited our consolidated financial statements for the years ended December 31, 2022 and 2021, included in this Report.

Their report is included in “Item 8.

Financial Statements and Supplementary Data.” This Report does not include an attestation report of the Company’s registered public accounting firm on the Company’s internal control over financial reporting due to a transition period established by rules of the SEC for an Emerging Growth Company.

Financial Statements and Supplementary Data.” This Report does not include an attestation report of our registered public accounting firm on our internal control over financial reporting due to a transition period established by rules of the SEC for an Emerging Growth Company.

Changes in internal control over financial reporting

There were no changes in the Company’s internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the fourth quarter of 2021 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

There were no changes in our internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the fourth quarter of 2022 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Other Information

25 unchanged sentences

(b) Exhibits:

NUMBER DESCRIPTION

EXHIBIT NUMBER DESCRIPTION

3.1 Restated Articles of Incorporation of Red River Bancshares, Inc.

(incorporated by reference to Exhibit 3.1 to Red River Bancshares, Inc.

’ s Registration Statement on Form S-1 filed with the SEC on April 10, 2019, file number 333-230798)

(incorporated by reference to Exhibit 3.1 to Red River Bancshares, Inc.’s Registration Statement on Form S-1 filed with the SEC on April 10, 2019, file number 333-230798)

3.2 Red River Bancshares, Inc.

Amended and Restated Bylaws (incorporated by reference to Exhibit 3.1 to Red River Bancshares, Inc.

’ s Current Report on Form 8-K filed with the SEC on March 1, 2021, file number 001-38888)

4.1 Specimen common stock certificate (incorporated by reference to Exhibit 4.1 to Red River Bancshares, Inc.

’ s Registration Statement on Form S-1 filed with the SEC on April 10, 2019, file number 333-230798)

4.2 Description of Common Stock (incorporated by reference to Exhibit 4.2 to Red River Bancshares, Inc.

’ s Annual Report on Form 10-K filed with the SEC on March 27, 2020, file number 001-38888)

Amended and Restated Bylaws (incorporated by reference to Exhibit 3.1 to Red River Bancshares, Inc.’s Current Report on Form 8-K filed with the SEC on March 1, 2021, file number 001-38888)

4.1 Specimen common stock certificate (incorporated by reference to Exhibit 4.1 to Red River Bancshares, Inc.’s Registration Statement on Form S-1 filed with the SEC on April 10, 2019, file number 333-230798)

4.2 Description of Common Stock (incorporated by reference to Exhibit 4.2 to Red River Bancshares, Inc.’s Annual Report on Form 10-K filed with the SEC on March 27, 2020, file number 001-38888)

4.3 Form of Indenture for Senior Indebtedness (incorporated by reference to Exhibit 4.3 to Red River Bancshares, Inc.’s Registration Statement on Form S-3 filed with the SEC on August 11, 2022, file number 333-266784)

4.4 Form of Indenture for Subordinated Indebtedness (incorporated by reference to Exhibit 4.4 to Red River Bancshares, Inc.’s Registration Statement on Form S-3 filed with the SEC on August 11, 2022, file number 333-266784)

10.1 Red River Bancshares, Inc.

2018 Equity Incentive Plan (incorporated by reference to Exhibit 10.1 to Red River Bancshares, Inc.

’ s Registration Statement on Form S-1 filed with the SEC on April 10, 2019, file number 333-230798) +

2018 Equity Incentive Plan (incorporated by reference to Exhibit 10.1 to Red River Bancshares, Inc.’s Registration Statement on Form S-1 filed with the SEC on April 10, 2019, file number 333-230798) +

10.2 Red River Bancshares, Inc.

2008 Equity Incentive Plan (incorporated by reference to Exhibit 10.2 to Red River Bancshares, Inc.

’ s Registration Statement on Form S-1 filed with the SEC on April 10, 2019, file number 333-230798) +

2008 Equity Incentive Plan (incorporated by reference to Exhibit 10.2 to Red River Bancshares, Inc.’s Registration Statement on Form S-1 filed with the SEC on April 10, 2019, file number 333-230798) +

10.3 Form of Restricted Stock Award Agreement under the Red River Bancshares, Inc.

1 unchanged sentence

10.4 Form of Restricted Stock Award Agreement under the Red River Bancshares, Inc.

2018 Equity Incentive Plan (incorporated by reference to Exhibit 10.1 to Red River Bancshares, Inc.

’ s Quarterly Report on Form 10-Q for the second quarter of 2019 filed with the SEC on August 14, 2019, file number 001-38888) +

10.5 Description of Red River Bank Discretionary Incentive Bonus Plan (incorporated by reference to Exhibit 10.5 to Red River Bancshares, Inc.

’ s Registration Statement on Form S-1 filed with the SEC on April 10, 2019, file number 333-230798) +

10.6 Amended an d Restated Employment Agreement dated A ugust 12, 2021, between Red River Bank and R.

Blake Chatelain (incorporated by reference to Exhibit 10.

1 to Red River Bancshares, Inc.

’ s Quarterly Report on Form 10 - Q filed with the SEC on A ugust 13, 2021 , file number 001 - 38888 ) +

2018 Equity Incentive Plan (incorporated by reference to Exhibit 10.1 to Red River Bancshares, Inc.’s Quarterly Report on Form 10-Q for the second quarter of 2019 filed with the SEC on August 14, 2019, file number 001-38888) +

10.5 Description of Red River Bank Discretionary Incentive Bonus Plan (incorporated by reference to Exhibit 10.5 to Red River Bancshares, Inc.’s Registration Statement on Form S-1 filed with the SEC on April 10, 2019, file number 333-230798) +

10.6 Amended and Restated Employment Agreement dated August 12, 2021, between Red River Bank and R.

Blake Chatelain (incorporated by reference to Exhibit 10.1 to Red River Bancshares, Inc.’s Quarterly Report on Form 10-Q filed with the SEC on August 13, 2021, file number 001-38888) +

10.7 Supplemental Executive Retirement Benefits Agreement between Red River Bank and R.

Blake Chatelain (incorporated by reference to Exhibit 10.7 to Red River Bancshares, Inc.

’ s Registration Statement on Form S-1 filed with the SEC on April 10, 2019, file number 333-230798) +

Blake Chatelain (incorporated by reference to Exhibit 10.7 to Red River Bancshares, Inc.’s Registration Statement on Form S-1 filed with the SEC on April 10, 2019, file number 333-230798) +

10.8 Amendment No.

1 to the Supplemental Executive Retirement Benefits Agreement between Red River Bank and R.

Blake Chatelain (incorporated by reference to Exhibit 10.8 to Red River Bancshares, Inc.

’ s Registration Statement on Form S-1 filed with the SEC on April 10, 2019, file number 333-230798) +

Blake Chatelain (incorporated by reference to Exhibit 10.8 to Red River Bancshares, Inc.’s Registration Statement on Form S-1 filed with the SEC on April 10, 2019, file number 333-230798) +

10.9 Amendment No.

2 to the Supplemental Executive Retirement Benefits Agreement between Red River Bank and R.

Blake Chatelain (incorporated by reference to Exhibit 10.9 to Red River Bancshares, Inc.

’ s Registration Statement on Form S-1 filed with the SEC on April 10, 2019, file number 333-230798) +

Blake Chatelain (incorporated by reference to Exhibit 10.9 to Red River Bancshares, Inc.’s Registration Statement on Form S-1 filed with the SEC on April 10, 2019, file number 333-230798) +

10.10 Supplemental Executive Retirement Benefits Agreement between Red River Bank and Bryon C.

Salazar (incorporated by reference to Exhibit 10.10 to Red River Bancshares, Inc.

’ s Registration Statement on Form S-1 filed with the SEC on April 10, 2019, file number 333-230798) +

Salazar (incorporated by reference to Exhibit 10.10 to Red River Bancshares, Inc.’s Registration Statement on Form S-1 filed with the SEC on April 10, 2019, file number 333-230798) +

10.11 Amendment No.

1 to the Supplemental Executive Retirement Benefits Agreement between Red River Bank and Bryon C.

Salazar (incorporated by reference to Exhibit 10.11 to Red River Bancshares, Inc.

’ s Registration Statement on Form S-1 filed with the SEC on April 10, 2019, file number 333-230798) +

Salazar (incorporated by reference to Exhibit 10.11 to Red River Bancshares, Inc.’s Registration Statement on Form S-1 filed with the SEC on April 10, 2019, file number 333-230798) +

EXHIBIT NUMBER DESCRIPTION

10.12 Amendment No.

2 to the Supplemental Executive Retirement Benefits Agreement between Red River Bank and Bryon C.

Salazar (incorporated by reference to Exhibit 10.12 to Red River Bancshares, Inc.

’ s Registration Statement on Form S-1 filed with the SEC on April 10, 2019, file number 333-230798) +

Salazar (incorporated by reference to Exhibit 10.12 to Red River Bancshares, Inc.’s Registration Statement on Form S-1 filed with the SEC on April 10, 2019, file number 333-230798) +

10.13 Supplemental Executive Retirement Benefits Agreement between Red River Bank and Tammi R.

Salazar (incorporated by reference to Exhibit 10.13 to Red River Bancshares, Inc.

’ s Registration Statement on Form S-1 filed with the SEC on April 10, 2019, file number 333-230798) +

NUMBER DESCRIPTION

Salazar (incorporated by reference to Exhibit 10.13 to Red River Bancshares, Inc.’s Registration Statement on Form S-1 filed with the SEC on April 10, 2019, file number 333-230798) +

10.14 Amendment No.

1 to the Supplemental Executive Retirement Benefits Agreement between Red River Bank and Tammi R.

Salazar (incorporated by reference to Exhibit 10.14 to Red River Bancshares, Inc.

’ s Registration Statement on Form S-1 filed with the SEC on April 10, 2019, file number 333-230798) +

Salazar (incorporated by reference to Exhibit 10.14 to Red River Bancshares, Inc.’s Registration Statement on Form S-1 filed with the SEC on April 10, 2019, file number 333-230798) +

10.15 Amendment No.

2 to the Supplemental Executive Retirement Benefits Agreement between Red River Bank and Tammi R.

Salazar (incorporated by reference to Exhibit 10.15 to Red River Bancshares, Inc.

’ s Registration Statement on Form S-1 filed with the SEC on April 10, 2019, file number 333-230798) +

Salazar (incorporated by reference to Exhibit 10.15 to Red River Bancshares, Inc.’s Registration Statement on Form S-1 filed with the SEC on April 10, 2019, file number 333-230798) +

10.16 Composite Form of Supplemental Executive Retirement Benefits Agreement between Red River Bank and each of Isabel V.

1 unchanged sentence

Cutrer, and Debbie B.

Triche (incorporated by reference to Exhibit 10.3 to Red River Bancshares, Inc.

’ s Quarterly Report on Form 10-Q filed with the SEC on August 13, 2021, file number 001-38888) +#

Triche (incorporated by reference to Exhibit 10.3 to Red River Bancshares, Inc.’s Quarterly Report on Form 10-Q filed with the SEC on August 13, 2021, file number 001-38888) +#

10.17 Form of Amendment No.

2 unchanged sentences

Cutrer, and Debbie B.

Triche (incorporated by reference to Exhibit 10.4 to Red River Bancshares, Inc.

’ s Quarterly Report on Form 10-Q filed with the SEC on August 13, 2021, file number 001-38888) +

Triche (incorporated by reference to Exhibit 10.4 to Red River Bancshares, Inc.’s Quarterly Report on Form 10-Q filed with the SEC on August 13, 2021, file number 001-38888) +

10.18 Composite Form of Amendment No.

2 unchanged sentences

Cutrer, and Debbie B.

Triche (incorporated by reference to Exhibit 10.5 to Red River Bancshares, Inc.

’ s Quarterly Report on Form 10-Q filed with the SEC on August 13, 2021, file number 001-38888) +

Triche (incorporated by reference to Exhibit 10.5 to Red River Bancshares, Inc.’s Quarterly Report on Form 10-Q filed with the SEC on August 13, 2021, file number 001-38888) +

10.19 Endorsement Method Split-Dollar Agreement between Red River Bank and R.

Blake Chatelain (incorporated by reference to Exhibit 10.16 to Red River Bancshares, Inc.

’ s Registration Statement on Form S-1 filed with the SEC on April 10, 2019, file number 333-230798) +

Blake Chatelain (incorporated by reference to Exhibit 10.16 to Red River Bancshares, Inc.’s Registration Statement on Form S-1 filed with the SEC on April 10, 2019, file number 333-230798) +

10.20 Supplemental Split-Dollar Agreement between Red River Bank and R.

Blake Chatelain (incorporated by reference to Exhibit 10.1 to Red River Bancshares Inc.

’ s Current Report on Form 8-K filed with the SEC on July 12 , 2021, file number 001-38888) +#

Blake Chatelain (incorporated by reference to Exhibit 10.1 to Red River Bancshares, Inc.’s Current Report on Form 8-K filed with the SEC on July 12, 2021, file number 001-38888) +#

10.21 Endorsement Method Split-Dollar Agreement between Red River Bank and Bryon C.

Salazar (incorporated by reference to Exhibit 10.17 to Red River Bancshares, Inc.

’ s Registration Statement on Form S-1 filed with the SEC on April 10, 2019, file number 333-230798) +

Salazar (incorporated by reference to Exhibit 10.17 to Red River Bancshares, Inc.’s Registration Statement on Form S-1 filed with the SEC on April 10, 2019, file number 333-230798) +

10.22 Supplemental Split-Dollar Agreement between Red River Bank and Bryon C.

Salazar (incorporated by reference to Exhibit 10.2 to Red River Bancshares Inc.

’ s Current Report on Form 8-K filed with the SEC on July 12 , 2021, file number 001-38888) +#

Salazar (incorporated by reference to Exhibit 10.2 to Red River Bancshares, Inc.’s Current Report on Form 8-K filed with the SEC on July 12, 2021, file number 001-38888) +#

10.23 Endorsement Method Split-Dollar Agreement between Red River Bank and Tammi R.

Salazar (incorporated by reference to Exhibit 10.18 to Red River Bancshares, Inc.

’ s Registration Statement on Form S-1 filed with the SEC on April 10, 2019, file number 333-230798) +

Salazar (incorporated by reference to Exhibit 10.18 to Red River Bancshares, Inc.’s Registration Statement on Form S-1 filed with the SEC on April 10, 2019, file number 333-230798) +

10.24 Supplemental Split-Dollar Agreement between Red River Bank and Tammi R.

Salazar (incorporated by reference to Exhibit 10.

3 to Red River Bancshares Inc.

’ s Current Report on Form 8-K filed with the SEC on July 12 , 2021, file number 001-38888) +#

Salazar (incorporated by reference to Exhibit 10.3 to Red River Bancshares, Inc.’s Current Report on Form 8-K filed with the SEC on July 12, 2021, file number 001-38888) +#

10.25 Composite Form of Endorsement Method Split-Dollar Agreement between Red River Bank and each of Isabel V.

1 unchanged sentence

Cutrer, and Debbie B.

Triche (incorporated by reference to Exhibit 10.6 to Red River Bancshares Inc.

’ s Quarterly Report on Form 10-Q filed with the SEC on August 13, 2021, file number 001-38888) +#

Triche (incorporated by reference to Exhibit 10.6 to Red River Bancshares, Inc.’s Quarterly Report on Form 10-Q filed with the SEC on August 13, 2021, file number 001-38888) +#

10.26 Supplemental Split-Dollar Agreement between Red River Bank and Isabel V.

Carriere (incorporated by reference to Exhibit 10.4 to Red River Bancshares Inc.

’ s Current Report on Form 8-K filed with the SEC on July 12 , 2021, file number 001-38888) +#

10.27 Form of [Supplemental] Split-Dollar Agreement between Red River Bank and each of Amanda W.

Barnett, Andrew B.

Carriere (incorporated by reference to Exhibit 10.4 to Red River Bancshares, Inc.’s Current Report on Form 8-K filed with the SEC on July 12, 2021, file number 001-38888) +#

10.27 Form of [Supplemental] Split-Dollar Agreement between Red River Bank and each of Andrew B.

Bridges Hall, IV, David K.

Thompson, and Debbie B.

Triche (incorporated by reference to Exhibit 10.7 to Red River Bancshares Inc.

’ s Quarterly Report on Form 10-Q filed with the SEC on August 13, 2021, file number 001-38888) +#

Triche (incorporated by reference to Exhibit 10.7 to Red River Bancshares, Inc.’s Quarterly Report on Form 10-Q filed with the SEC on August 13, 2021, file number 001-38888) +#

10.28 Change in Control Agreement between Red River Bancshares, Inc.

Salazar (incorporated by reference to Exhibit 10.19 to Red River Bancshares, Inc.

’ s Registration Statement on Form S-1 filed with the SEC on April 10, 2019, file number 333-230798) +

Salazar (incorporated by reference to Exhibit 10.19 to Red River Bancshares, Inc.’s Registration Statement on Form S-1 filed with the SEC on April 10, 2019, file number 333-230798) +

10.29 Form of Amended and Restated Change in Control Agreement between Red River Bancshares, Inc.

1 unchanged sentence

Carriere and Tammi R.

Salazar (incorporated by reference to Exhibit 10.2 to Red River Bancshares, Inc.

’ s Quarterly Report on Form 10-Q filed with the SEC on August 13, 2021, file number 001-38888) +

Salazar (incorporated by reference to Exhibit 10.2 to Red River Bancshares, Inc.’s Quarterly Report on Form 10-Q filed with the SEC on August 13, 2021, file number 001-38888) +

10.30 Form of Amended and Restated Change in Control Agreement between Red River Bancshares, Inc.

and each of Amanda W.

Barnett, Andrew B.

and each of Andrew B.

Bridges Hall, IV, David K.

Thompson, and Debbie B.

Triche (incorporated by reference to Exhibit 10.30 to Red River Bancshares, Inc.'s Annual Report on Form 10-K filed with the SEC on March 18, 2022, file number 001-38888) +

10.31 Supplemental Executive Retirement Benefits Agreement between Red River Bank and G.

Bridges Hall, IV (incorporated by reference to Exhibit 10.1 to Red River Bancshares, Inc.’s Quarterly Report on Form 10-Q filed with the SEC on August 11, 2022, file number 001-38888) +#

10.32 Red River Bancshares, Inc.

and Subsidiaries Deferred Compensation Plan for Senior Management Employees of Red River Bancshares, Inc.

and Subsidiaries (incorporated by reference to Exhibit 10.2 to Red River Bancshares, Inc.

’ s Current Report on Form 8-K filed with the SEC on July 31, 2019, file number 001-38888) +

and Subsidiaries (incorporated by reference to Exhibit 10.2 to Red River Bancshares, Inc.’s Current Report on Form 8-K filed with the SEC on July 31, 2019, file number 001-38888) +

10.33 Red River Bancshares, Inc.

and Red River Bank Amended and Restated Director Compensation Program (incorporated by reference to Exhibit 10.22 to Red River Ban c shares, Inc .

’ s Annual Report on Form 10-K filed with the SEC on March 19, 2021, file number 001-8888) +

and Red River Bank Amended and Restated Director Compensation Program (incorporated by reference to Exhibit 10.22 to Red River Bancshares, Inc.’s Annual Report on Form 10-K filed with the SEC on March 19, 2021, file number 001-38888) +

10.34 Red River Bank 401(k) Profit Sharing Plan (incorporated by reference to Exhibit 99.1 to Red River Bancshares, Inc.’s Registration Statement on Form S-8 filed with the SEC on March 21, 2022, file number 333-263744) +

21.1 Subsidiaries of Red River Bancshares, Inc.

23.1 Consent of Postlethwaite & Netterville *

EXHIBIT NUMBER DESCRIPTION

24.1 Power of Attorney (included on signature page) *

3 unchanged sentences

32.2 Certification of Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 **

NUMBER DESCRIPTION

101 The following information from the Company's Annual Report on Form 10-K for the year ended December 31, 2022, is formatted in Inline Extensible Business Reporting Language (iXBRL):

33 unchanged sentences

Carriere, CPA, CGMA

Executive Vice President and Chief Financial Officer

Executive Vice President, Chief Financial Officer, and Assistant Corporate Secretary

(Principal Financial Officer and Principal Accounting Officer)

2 unchanged sentences

March 16, 2023 By:

Chair Emeritus of the Board

March 18, 2022 By:

Scott Ashbrook

15 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.

What changed 10-K

Item 9A. Controls and Procedures