8-KFiled Jul 22, 8:00 PM ET

Five Star Bancorp Announces Common Stock Offering Priced at $44

$FSBC · FIVE STAR BANCORP

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Five Star Bancorp Announces Common Stock Offering Priced at $44

What Happened
Five Star Bancorp (FSBC) announced on July 22, 2026 (Form 8-K, Item 1.01) that it entered into an underwriting agreement with Keefe, Bruyette & Woods, Inc. to sell 2,725,000 shares of its common stock at $44.00 per share in an underwritten public offering. The company granted the underwriters a 30‑day option to buy up to an additional 408,750 shares. The offering was registered under the company’s shelf registration (Form S‑3) and was expected to close on or about July 24, 2026.

Key Details

  • Offering size: 2,725,000 shares of common stock at $44.00 per share (gross proceeds ≈ $119.9M).
  • Overallotment option: 30 days to purchase up to 408,750 additional shares.
  • Expected net proceeds to Five Star Bancorp: approximately $112.9 million (after underwriting discounts, commissions, and estimated expenses).
  • Use of proceeds: general corporate purposes, to support growth (including investments in Five Star Bank) and working capital.
  • Underwriter: Keefe, Bruyette & Woods, Inc.; legal opinion from Covington & Burling LLP was filed; pricing announced by press release on July 22, 2026.

Why It Matters
The offering will provide Five Star Bancorp with fresh capital—about $113 million net—to fund growth and strengthen the bank’s capital position. For investors, the issuance will increase shares outstanding and thus dilute existing shareholders to some degree; the underwriters’ overallotment could further increase dilution if exercised. The filing also includes the standard forward‑looking statement caution that timing, proceeds and uses are subject to risks and closing conditions.