Stellar Bancorp, Inc.·4

Jul 1, 7:40 AM ET

Dopjera Cynthia A 4

4 · Stellar Bancorp, Inc. · Filed Jul 1, 2026

Research Summary

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Stellar Bancorp (STEL) Director Cynthia Dopjera Surrenders 11,433 Shares

What Happened
Cynthia A. Dopjera, a director of Stellar Bancorp, reported dispositions of 10,895 and 538 shares (total 11,433 STEL shares) on July 1, 2026. These were recorded as "Disposition to the issuer (D)" at $0.00 per share because the shares were cancelled in a merger. Under the merger terms, each Stellar share was converted into 0.3803 shares of Prosperity Bancshares common stock and $11.36 in cash — totaling approximately $129,878.88 in cash plus about 4,347.97 Prosperity shares (rounded ~4,348 shares).

Key Details

  • Transaction date: 2026-07-01; Transaction code: D (Disposition to issuer)
  • Reported per-share price: $0.00 (shares were cancelled/converted as part of the merger)
  • Merger consideration (per footnote): 0.3803 Prosperity shares + $11.36 cash per Stellar share
  • Total surrendered: 11,433 STEL shares → cash ≈ $129,878.88 and ≈ 4,347.97 Prosperity shares (~4,348)
  • Shares owned after transaction: Stellar common shares were cancelled at the Effective Time (i.e., 0 STEL shares); insider now holds the Prosperity shares received (noted above) — exact post-transaction Prosperity holding not provided in this extract
  • Filing timing: Report period and filing date are 2026-07-01 (appears timely)
  • Footnote: Transaction occurred at the Effective Time of the merger under the Agreement and Plan of Merger dated Jan 27, 2026.

Context
This was not an open-market sale but a contractual conversion of Stellar stock into Prosperity stock plus cash as part of a merger. Such dispositions in merger transactions reflect deal consideration, not a director-initiated sale for liquidity or sentiment; they do not by themselves indicate the director’s view of the combined company.

Insider Transaction Report

Form 4Exit
Period: 2026-07-01
Transactions
  • Disposition to Issuer

    Common Stock

    [F1]
    2026-07-0110,8950 total
  • Disposition to Issuer

    Common Stock

    [F1]
    2026-07-015380 total(indirect: By Trust)
Footnotes (1)
  • [F1]On July 1, 2026 (the "Effective Time"), upon consummation of the transactions contemplated by the Agreement and Plan of Merger (the "Merger Agreement"), dated as of January 27, 2026, by and between Prosperity Bancshares, Inc., a Texas corporation ("Prosperity") and Stellar Bancorp, Inc., a Texas corporation (the "Company"), and subject to the terms and conditions set forth in the Merger Agreement, each share of the Company's common stock, par value $0.01 per share, ("Company Common Stock") outstanding immediately prior to the Effective Time was cancelled and converted into the right to receive (i) 0.3803 shares of common stock (the "Exchange Ratio"), par value $1.00 per share, of Prosperity ("Prosperity Common Stock") and (ii) an amount in cash equal to $11.36 (the "Per Share Cash Merger Consideration") ((i) and (ii) together, the "Per Share Merger Consideration").
Signature
/s/ Justin M. Long, attorney-in-fact|2026-07-01

Documents

1 file
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    ownership.xmlPrimary

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