TEXAS CAPITAL BANCSHARES INC/TX 8-K

What Happened

• Texas Capital Bancshares, Inc. (TCBI) filed Certificates of Elimination with the Delaware Secretary of State on February 20, 2026 (documents dated Feb 19, 2026) removing the Certificate of Designation for its Series A-1 Nonvoting Common Stock and the Certificate of Designation for its 6.50% Non-Cumulative Perpetual Preferred Stock, Series A.
• Both Certificates of Elimination became effective upon filing. At the time of filing, no shares of either the Series A-1 Nonvoting Common Stock or the 6.50% Preferred Stock were outstanding, and the company stated no shares of those series will be issued under the eliminated designations.

Key Details

• Date filed: February 20, 2026 (Certificates dated February 19, 2026).
• Series A-1 Nonvoting Common: designation eliminated; no shares outstanding and none will be issued.
• 6.50% Non-Cumulative Perpetual Preferred Stock, Series A: designation eliminated; no shares outstanding and previously authorized shares resumed status as undesignated preferred stock (par value $0.01 per share).
• Filing signed by CFO J. Matthew Scurlock; full Certificates are filed as Exhibits 3.1 and 3.2 to the Form 8-K.

Why It Matters

• For investors, this is an administrative corporate action that removes specific class designations that previously defined rights or preferences for those series. Because no shares of the eliminated series were outstanding and the company said none will be issued under those designations, there is no immediate change to the company’s outstanding share structure.
• The 6.50% Preferred shares reverting to undesignated preferred stock means the company regains flexibility to re-designate or issue preferred shares in the future under different terms, which could affect capital-raising or balance sheet decisions down the road.