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CRO adds deferred stock units at First Financial Bankshares (NASDAQ: FFIN)

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

First Financial Bankshares Chief Risk Officer Randall Allen Roewe reported compensation-related equity activity. On March 13, 2026, 2,539 performance stock units vested into 2,539 shares of common stock, which were simultaneously exchanged for 2,539 deferred stock units credited to the company’s SERP. These actions increased his deferred stock units to 6,296 and left him holding 33,315 shares of common stock directly.

Positive

  • None.

Negative

  • None.

Insights

Routine vesting and deferral of equity awards; no open-market trading.

The Chief Risk Officer received 2,539 shares of common stock upon vesting of performance stock units and, per the SERP arrangement, deferred this into 2,539 deferred stock units. This is standard equity compensation rather than a market purchase or sale.

The filing shows a matching acquisition and disposition of 2,539 common shares, leaving his direct common stock position at 33,315 shares and deferred stock units at 6,296. With no open-market buys or sells and no remaining derivative positions shown, this appears to be routine compensation accounting.

Insider Roewe Randall Allen
Role Chief Risk Officer
Type Security Shares Price Value
Grant/Award Deferred Stock Units 2,539 $0.00 --
Grant/Award Common Stock 2,539 $0.00 --
Disposition Common Stock 2,539 $0.00 --
Holdings After Transaction: Deferred Stock Units — 6,296 shares (Direct); Common Stock — 35,854 shares (Direct)
Footnotes (1)
  1. Represents shares of common stock issued upon the vesting of outstanding performance stock units that were subject to performance criteria other than the issuer's stock price. In connection with the vesting of performance stock units previously granted on August 16, 2023, Mr. Roewe's receipt of 2,539 shares of common stock was deferred resulting in Mr. Roewe's receipt instead of 2,539 shares of deferred stock units into the First Financial Bankshares, Inc. Supplemental Executive Retirement Plan, as amended and restated effective July 26, 2022 (the "SERP"). Mr. Roewe is therefore reporting the disposition of 2,539 performance stock units in exchange for an equal number of shares of deferred stock units under the SERP, which are payable upon Mr. Roewe's termination of employment.
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Roewe Randall Allen
(Last) (First) (Middle)
P O BOX 701
(Street)
ABILENE TX 79604
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
FIRST FINANCIAL BANKSHARES INC [ FFIN ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Risk Officer
3. Date of Earliest Transaction (Month/Day/Year)
03/13/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 03/13/2026 A 2,539(1) A (1) 35,854 D
Common Stock 03/13/2026 D 2,539(2) D (2) 33,315 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Deferred Stock Units (2) 03/13/2026 A 2,539 (2) (2) Common Stock 2,539 (2) 6,296 D
Explanation of Responses:
1. Represents shares of common stock issued upon the vesting of outstanding performance stock units that were subject to performance criteria other than the issuer's stock price.
2. In connection with the vesting of performance stock units previously granted on August 16, 2023, Mr. Roewe's receipt of 2,539 shares of common stock was deferred resulting in Mr. Roewe's receipt instead of 2,539 shares of deferred stock units into the First Financial Bankshares, Inc. Supplemental Executive Retirement Plan, as amended and restated effective July 26, 2022 (the "SERP"). Mr. Roewe is therefore reporting the disposition of 2,539 performance stock units in exchange for an equal number of shares of deferred stock units under the SERP, which are payable upon Mr. Roewe's termination of employment.
By: Michelle S. Hickox Attorney in Fact for Randall Allen Roewe 03/17/2026
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Source: View Original Filing on SEC EDGAR

FAQ

What did FFIN Chief Risk Officer report in this Form 4?

The Chief Risk Officer reported vesting of 2,539 performance stock units into common stock, then deferring that amount into 2,539 deferred stock units under the company’s SERP. This reflects routine equity compensation, not an open-market transaction.

Did the FFIN insider buy or sell shares on the open market?

No open-market transactions occurred. The activity reflects equity award vesting and a deferral election into deferred stock units within a retirement plan, with a corresponding disposition back to the issuer, not a public market trade.

How many deferred stock units does the FFIN insider now hold?

After receiving 2,539 new deferred stock units linked to vested performance stock units, the insider now holds a total of 6,296 deferred stock units. These units are payable upon termination of employment under the company’s Supplemental Executive Retirement Plan.

What is the FFIN insider’s current common stock holding after these transactions?

Following the grant and matching disposition of 2,539 common shares, the insider’s direct common stock holdings stand at 33,315 shares. The offsetting acquisition and disposition left his net common stock position essentially unchanged while increasing deferred stock units.

What do the footnotes in the FFIN Form 4 explain about these awards?

The footnotes explain that the common shares came from vesting performance stock units subject to non-price performance criteria, and that the insider elected to defer receipt into deferred stock units under the SERP, which will be paid after employment ends.

Were any performance conditions tied to the FFIN stock unit vesting?

Yes. The vested stock units were performance stock units that were subject to performance criteria other than the issuer’s stock price. Upon satisfying those criteria, they vested into common stock, which was then deferred into deferred stock units.