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SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Third Coast Bancshares, Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| August 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-41028 THIRD COAST BANCSHARES, INC. |
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| July 23, 2025 |
Exhibit 99.1 News Release Contact: Ken Dennard / Natalie Hairston Dennard Lascar Investor Relations (713) 529-6600 [email protected] FOR IMMEDIATE RELEASE Third Coast Bancshares, Inc. Reports 2025 Second Quarter Financial Results Record EPS of $1.12 and Diluted EPS of $0.96 in Latest Quarterly Results HOUSTON – July 23, 2025 – Third Coast Bancshares, Inc. (NASDAQ: TCBX) (the “Company,” “Third |
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| July 23, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 23, 2025 THIRD COAST BANCSHARES, INC. (Exact name of Registrant as Specified in Its Charter) Texas 001-41028 46-2135597 (State or Other Jurisdiction of Incorporation) (Commission |
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| June 26, 2025 |
FORM 8-K Item 8.01 Other Events. Item 9.01 Financial Statements and Exhibits. UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 26, 2025 THIRD COAST BANCSHARES, INC. (Exact name of Registrant as Specified in Its Charter) Texas 001-41028 46-2135597 (State or Other Jurisdiction of Incorporation) (Commission |
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| June 26, 2025 |
Exhibit 99.1 News Release FOR IMMEDIATE RELEASE Contact: Ken Dennard / Natalie Hairston Dennard Lascar Investor Relations (713) 529-6600 [email protected] Third Coast Bancshares, Inc. Declares Quarterly Cash Dividend on its 6.75% Series A Convertible Non-Cumulative Preferred Stock HOUSTON, June 26, 2025 – Third Coast Bancshares, Inc. (NASDAQ: TCBX), the holding company of Third Coast Bank, to |
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| June 17, 2025 |
FORM 8-K Item 8.01 Other Events. Item 9.01 Financial Statements and Exhibits. UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 16, 2025 THIRD COAST BANCSHARES, INC. (Exact name of Registrant as Specified in Its Charter) Texas 001-41028 46-2135597 (State or Other Jurisdiction of Incorporation) (Commission |
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| June 17, 2025 |
Third Coast Bancshares, Inc. Announces 2025 Share Repurchase Program Exhibit 99.1 News Release FOR IMMEDIATE RELEASE Contact: Ken Dennard / Natalie Hairston Dennard Lascar Investor Relations (713) 529-6600 [email protected] Third Coast Bancshares, Inc. Announces 2025 Share Repurchase Program HOUSTON – June 17, 2025 – Third Coast Bancshares, Inc. (NASDAQ: TCBX) (the “Company,” “Third Coast,” “we,” “us,” or “our”), today announced that its Board of Directors has |
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| June 4, 2025 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 03, 2025 THIRD COAST BANCSHARES, INC. (Exact name of Registrant as Specified in Its Charter) Texas 001-41028 46-2135597 (State or Other Jurisdiction of Incorporation) (Commission |
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| June 4, 2025 |
Exhibit 99.1 News Release FOR IMMEDIATE RELEASE Contact: Ken Dennard / Natalie Hairston Dennard Lascar Investor Relations (713) 529-6600 [email protected] Third Coast Bank Announces $150 Million Securitization of Commercial Real Estate Loans in a Transaction Sponsored by EJF Capital LLC HOUSTON – June 4, 2025 – Third Coast Bank, a Texas banking association (the “Bank”) and a wholly owned bank |
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| May 23, 2025 |
FORM 8-K Item 5.07 Submission of Matters to a Vote of Security Holders. UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 22, 2025 THIRD COAST BANCSHARES, INC. (Exact name of Registrant as Specified in Its Charter) Texas 001-41028 46-2135597 (State or Other Jurisdiction of Incorporation) (Commission |
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| May 6, 2025 |
Exhibit 10.1 FIRST AMENDMENT TO SALARY CONTINUATION AGREEMENT This FIRST AMENDMENT TO SALARY CONTINUATION AGREEMENT (this “Amendment”) is entered into as of May 4, 2025 (the “Effective Date”), by and between Third Coast Bank, a Texas banking association (the “Bank”), and Bart Caraway (“Executive”). Capitalized terms used and not otherwise defined herein shall have the meanings assigned to them in |
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| May 6, 2025 |
Exhibit 10.5 THIRD COAST BANK SALARY CONTINUATION AGREEMENT THIS SALARY CONTINUATION AGREEMENT (this “Agreement”) is made by and between Third Coast Bank, a Texas banking association (the “Bank”), or any other successor, transferee, or assignees, and Liz Eber (the “Executive”). INTRODUCTION To encourage the Executive to remain an employee of the Bank, the Bank is willing to provide salary continua |
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| May 6, 2025 |
Exhibit 10.2 FIRST AMENDMENT TO SALARY CONTINUATION AGREEMENT This FIRST AMENDMENT TO SALARY CONTINUATION AGREEMENT (this “Amendment”) is entered into as of May 4, 2025 (the “Effective Date”), by and between Third Coast Bank, a Texas banking association (the “Bank”), and John McWhorter (“Executive”). Capitalized terms used and not otherwise defined herein shall have the meanings assigned to them i |
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| May 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-41028 THIRD COAST BANCSHARES, INC. |
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| May 6, 2025 |
Exhibit 10.4 Amended and Restated Change of Control Bonus Agreement This Amended and Restated Change of Control Bonus Agreement (this “Agreement”) by and between Third Coast Bank, a Texas banking association (the “Bank”), and Vicki Alexander (“Employee”), is made and entered into effective as of this 4th day of May 2025 (the “Effective Date”). This Agreement amends, restates and supersedes, in its |
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| May 6, 2025 |
Exhibit 10.6 THIRD COAST BANK SALARY CONTINUATION AGREEMENT THIS SALARY CONTINUATION AGREEMENT (this “Agreement”) is made by and between Third Coast Bank, a Texas banking association (the “Bank”), or any other successor, transferee, or assignees, and Vicki Alexander (the “Executive”). INTRODUCTION To encourage the Executive to remain an employee of the Bank, the Bank is willing to provide salary c |
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| May 6, 2025 |
Exhibit 10.3 Amended and Restated Change of Control Bonus Agreement This Amended and Restated Change of Control Bonus Agreement (this “Agreement”) by and between Third Coast Bank, a Texas banking association (the “Bank”), and Liz Eber (“Employee”), is made and entered into effective as of this 4th day of May 2025 (the “Effective Date”). This Agreement amends, restates and supersedes, in its entire |
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| April 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 1 |
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| April 29, 2025 |
THIRD COAST BANCSHARES, INC. April 29, 2025 CORRESP THIRD COAST BANCSHARES, INC. April 29, 2025 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Third Coast Bancshares, Inc. Registration Statement on Form S-3 (File No. 333-286632) Request for Acceleration of Effectiveness Ladies and Gentlemen: Third Coast Bancshares, Inc. (the “Company”) hereby respectfully requests t |
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| April 23, 2025 |
Exhibit 99.1 News Release Contact: Ken Dennard / Natalie Hairston Dennard Lascar Investor Relations (713) 529-6600 [email protected] FOR IMMEDIATE RELEASE Third Coast Bancshares, Inc. Reports 2025 First Quarter Financial Results Year-over-Year Net Income Improved 31% and Diluted EPS increased 28% Net Interest Margin Expands to 3.80% and Book Value Per Share Increases HOUSTON – April 23, 2025 |
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| April 23, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 23, 2025 THIRD COAST BANCSHARES, INC. (Exact name of Registrant as Specified in Its Charter) Texas 001-41028 46-2135597 (State or Other Jurisdiction of Incorporation) (Commissio |
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| April 18, 2025 |
Form of Indenture for Senior Debt Securities EX-4.14 Exhibit 4.14 THIRD COAST BANCSHARES, INC. as Issuer, and [ ] as Trustee SENIOR DEBT INDENTURE Dated as of [ ] TABLE OF CONTENTS ARTICLE I. DEFINITIONS AND INCORPORATION BY REFERENCE 1 Section 101 Definitions 1 Section 102 Compliance Certificates and Opinions 5 Section 103 Form of Documents Delivered to Trustee 6 Section 104 Acts of Holders 6 Section 105 Required Notices or Demands 7 Sectio |
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| April 18, 2025 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Third Coast Bancshares, Inc. |
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| April 18, 2025 |
As filed with the Securities and Exchange Commission on April 18, 2025 Table of Contents As filed with the Securities and Exchange Commission on April 18, 2025 Registration No. |
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| April 18, 2025 |
Form of Indenture for Subordinated Debt Securities EX-4.15 Exhibit 4.15 THIRD COAST BANCSHARES, INC. as Issuer, and [ ] as Trustee SUBORDINATED DEBT INDENTURE Dated as of [ ] TABLE OF CONTENTS ARTICLE I. DEFINITIONS AND INCORPORATION BY REFERENCE 1 Section 101 Definitions 1 Section 102 Compliance Certificates and Opinions 6 Section 103 Form of Documents Delivered to Trustee 7 Section 104 Acts of Holders 7 Section 105 Required Notices or Demands 8 |
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| April 17, 2025 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14 |
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| April 7, 2025 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 01, 2025 THIRD COAST BANCSHARES, INC. (Exact name of Registrant as Specified in Its Charter) Texas 001-41028 46-2135597 (State or Other Jurisdiction of Incorporation) (Commissio |
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| April 7, 2025 |
Exhibit 99.1 News Release FOR IMMEDIATE RELEASE Contact: Ken Dennard / Natalie Hairston Dennard Lascar Investor Relations (713) 529-6600 [email protected] Third Coast Bank Announces Securitization of $200 Million Commercial Real Estate Loan in a Transaction Sponsored by EJF Capital LLC HOUSTON – April 7, 2025 – Third Coast Bank, a Texas banking association (the “Bank”) and a wholly owned bank |
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| March 20, 2025 |
Exhibit 99.1 News Release FOR IMMEDIATE RELEASE Contact: Ken Dennard / Natalie Hairston Dennard Lascar Investor Relations (713) 529-6600 [email protected] Third Coast Bancshares, Inc. Declares Quarterly Cash Dividend on its 6.75% Series A Convertible Non-Cumulative Preferred Stock HOUSTON, March 20, 2025 – Third Coast Bancshares, Inc. (NASDAQ: TCBX), the holding company of Third Coast Bank, t |
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| March 20, 2025 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 20, 2025 THIRD COAST BANCSHARES, INC. (Exact name of Registrant as Specified in Its Charter) Texas 001-41028 46-2135597 (State or Other Jurisdiction of Incorporation) (Commissio |
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| March 5, 2025 |
Exhibit 10.32 Change of Control Bonus Agreement This Change of Control Bonus Agreement (this “Agreement”) by and between Third Coast Bank, a Texas banking association (the “Bank”), and Liz Eber (“Employee”), is made and entered into effective as of this 2nd day of December 2024 (the “Effective Date”). Preliminary Statements A. The Bank is a wholly owned subsidiary of Third Coast Bancshares, Inc., |
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| March 5, 2025 |
Description of Registrant's Securities. Exhibit 4.2 description of REGISTRANT’S SECURITIES As of December 31, 2024, Third Coast Bancshares, Inc. (the “Company,” “we,” “our,” “us”) had one class of securities registered under Section 12 of the Securities Exchange Act of 1934 (the “Exchange Act”), the Company’s common stock. DESCRIPTION OF COMMON STOCK General We are incorporated under the laws of the state of Texas. The rights of our sha |
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| March 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-41028 THIRD COAST BAN |
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| March 5, 2025 |
Exhibit 10.33 Change of Control Bonus Agreement This Change of Control Bonus Agreement (this “Agreement”) by and between Third Coast Bank, a Texas banking association (the “Bank”), and Vicki Alexander (“Employee”), is made and entered into effective as of this 2nd day of December 2024 (the “Effective Date”). Preliminary Statements A. The Bank is a wholly owned subsidiary of Third Coast Bancshares, |
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| March 5, 2025 |
Third Coast Bancshares, Inc. Compensation Recovery Policy. Exhibit 97.1 Compensation Recovery Policy 1 Table of Contents 1. Purpose 2 2. Administration 2 3. Definitions 2 4. Repayment of Erroneously Awarded Compensation 4 5. Reporting and Disclosure 6 6. Indemnification Prohibition 6 7. Interpretation 6 8. Effective Date 7 9. Amendment; Termination 7 10. Other Recoupment Rights; No Additional Payments 7 11. Successors 8 1. Purpose The purpose of this Poli |
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| March 5, 2025 |
Subsidiaries of Third Coast Bancshares, Inc. Exhibit 21.1 Third Coast Bancshares, Inc. Subsidiaries Entity Name State of Incorporation Third Coast Bank Texas, U.S.A. Third Coast Commercial Capital, Inc. Texas, U.S.A. |
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| March 5, 2025 |
Third Coast Bancshares, Inc. Insider Trading Policy. Exhibit 19.1 Insider Trading Policy Table of Contents 1. Purpose 2 2. Overview 2 3. Requirements 3 Part I 3 1.1 Applicability 3 1.2 General Policy: No Trading or Causing Trading While in Possession of Material Non-Public Information 4 1.3 Definitions 4 1.4 Exceptions 6 1.5 Violations of Insider Trading Laws 7 1.6 Inquiries 8 Part II 8 2.1 Blackout Periods 8 2.2 Transactions Not Involving a Purchas |
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| January 22, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 22, 2025 THIRD COAST BANCSHARES, INC. (Exact name of Registrant as Specified in Its Charter) Texas 001-41028 46-2135597 (State or Other Jurisdiction of Incorporation) (Commiss |
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| January 22, 2025 |
Exhibit 99.1 News Release Contact: Ken Dennard / Natalie Hairston Dennard Lascar Investor Relations (713) 529-6600 [email protected] FOR IMMEDIATE RELEASE Third Coast Bancshares, Inc. Reports 2024 Fourth Quarter and Full Year Financial Results Year Over Year Book Value grew 12.8% and Tangible Book Value(1) grew 13.6% HOUSTON – January 22, 2025 – Third Coast Bancshares, Inc. (NASDAQ: TCBX) (th |
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| December 19, 2024 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 19, 2024 THIRD COAST BANCSHARES, INC. (Exact name of Registrant as Specified in Its Charter) Texas 001-41028 46-2135597 (State or Other Jurisdiction of Incorporation) (Commis |
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| December 19, 2024 |
Exhibit 99.1 News Release FOR IMMEDIATE RELEASE Contact: Ken Dennard / Natalie Hairston Dennard Lascar Investor Relations (713) 529-6600 [email protected] Third Coast Bancshares, Inc. Declares Quarterly Cash Dividend on its 6.75% Series A Convertible Non-Cumulative Preferred Stock HOUSTON, December 19, 2024 – Third Coast Bancshares, Inc. (NASDAQ: TCBX), the holding company of Third Coast Bank |
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| November 20, 2024 |
SC 13D/A 1 tm2429019d1sc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4)* THIRD COAST BANCSHARES, INC. (Name of Issuer) Common Stock, par value $1.00 per share (Title of Class of Securities) 88422P109 (CUSIP Number) Castle Creek Capital Partners VIII, LP 11682 El Camino Real, Suite 320 |
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| November 13, 2024 |
SC 13D/A 1 tm2428199d2sc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* THIRD COAST BANCSHARES, INC. (Name of Issuer) Common Stock, par value $1.00 per share (Title of Class of Securities) 88422P109 (CUSIP Number) Castle Creek Capital Partners VIII, LP 11682 El Camino Real, Suite 320 |
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| November 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-41028 THIRD COAST BANCSHARES, INC. |
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| October 23, 2024 |
Exhibit 99.1 News Release Contact: Ken Dennard / Natalie Hairston Dennard Lascar Investor Relations (713) 529-6600 [email protected] FOR IMMEDIATE RELEASE THIRD COAST BANCSHARES, INC. REPORTS 2024 THIRD QUARTER FINANCIAL RESULTS Record Basic EPS of $0.85 and Diluted EPS of $0.74 HOUSTON, TX – October 23, 2024 – Third Coast Bancshares, Inc. (NASDAQ: TCBX) (the “Company,” “Third Coast,” “we,” “ |
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| October 23, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 23, 2024 THIRD COAST BANCSHARES, INC. (Exact name of Registrant as Specified in Its Charter) Texas 001-41028 46-2135597 (State or Other Jurisdiction of Incorporation) (Commiss |
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| October 2, 2024 |
THIRD COAST BANCSHARES, INC. 20202 Highway 59 North, Suite 190 Humble, Texas 77338 October 2, 2024 THIRD COAST BANCSHARES, INC. 20202 Highway 59 North, Suite 190 Humble, Texas 77338 October 2, 2024 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Third Coast Bancshares, Inc. Registration Statement on Form S-3 Filed September 25, 2024 File No. 333-282328 Ladies and Gentlemen: Pursuant to Rule 461 promulgated under the |
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| September 25, 2024 |
Calculation of Filing Fee Table Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Third Coast Bancshares, Inc. |
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| September 25, 2024 |
As filed with the Securities and Exchange Commission on September 25, 2024 S-3 Table of Contents As filed with the Securities and Exchange Commission on September 25, 2024 Registration No. |
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| September 19, 2024 |
News Release FOR IMMEDIATE RELEASE Contact: Ken Dennard / Natalie Hairston Dennard Lascar Investor Relations (713) 529-6600 TCBX@dennardlascar. |
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| September 19, 2024 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 19, 2024 THIRD COAST BANCSHARES, INC. (Exact name of Registrant as Specified in Its Charter) Texas 001-41028 46-2135597 (State or Other Jurisdiction of Incorporation) (Commi |
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| August 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-41028 THIRD COAST BANCSHARES, INC. |
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| July 24, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 24, 2024 THIRD COAST BANCSHARES, INC. (Exact name of Registrant as Specified in Its Charter) Texas 001-41028 46-2135597 (State or Other Jurisdiction of Incorporation) (Commission |
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| July 24, 2024 |
Exhibit 99.1 News Release Contact: Ken Dennard / Natalie Hairston Dennard Lascar Investor Relations (713) 529-6600 [email protected] FOR IMMEDIATE RELEASE THIRD COAST BANCSHARES, INC. REPORTS 2024 SECOND QUARTER FINANCIAL RESULTS Record EPS of $0.70 and Diluted EPS of $0.63 in Latest Quarterly Results HOUSTON, TX – July 24, 2024 – Third Coast Bancshares, Inc. (NASDAQ: TCBX) (the “Company,” “T |
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| June 20, 2024 |
Exhibit 99.1 News Release FOR IMMEDIATE RELEASE Contact: Ken Dennard / Natalie Hairston Dennard Lascar Investor Relations (713) 529-6600 [email protected] Third Coast Bancshares, Inc. Declares Quarterly Cash Dividend on its 6.75% Series A Convertible Non-Cumulative Preferred Stock HOUSTON, Texas, June 20, 2024 – Third Coast Bancshares, Inc. (NASDAQ: TCBX), the holding company of Third Coast B |
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| June 20, 2024 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 20, 2024 THIRD COAST BANCSHARES, INC. (Exact name of Registrant as Specified in Its Charter) Texas 001-41028 46-2135597 (State or Other Jurisdiction of Incorporation) (Commission |
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| May 30, 2024 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 30, 2024 THIRD COAST BANCSHARES, INC. (Exact name of Registrant as Specified in Its Charter) Texas 001-41028 46-2135597 (State or Other Jurisdiction of Incorporation) (Commission |
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| May 16, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 1 |
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| May 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-41028 THIRD COAST BANCSHARES, INC. |
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| April 25, 2024 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14 |
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| April 24, 2024 |
THIRD COAST BANCSHARES, INC.- RENEWAL, EXTENSION AND MODIFICATION OF LOAN Page Exhibit 10.1 AMERICAN NATIONAL BANK & TRUST RENEWAL, EXTENSION AND MODIFICATION OF LOAN THIS RENEWAL, EXTENSION AND MODIFICATION OF LOAN (this “Renewal”) is made by and between THIRD COAST BANCSHARES, INC. (the “Borrower”) and AMERICAN NATIONAL BANK & TRUST (“Lender”), to be effective as of the 12th day of March, 2024. |
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| April 24, 2024 |
Exhibit 99.1 News Release Contact: Ken Dennard / Natalie Hairston Dennard Lascar Investor Relations (713) 529-6600 [email protected] FOR IMMEDIATE RELEASE THIRD COAST BANCSHARES, INC. REPORTS 2024 FIRST QUARTER FINANCIAL RESULTS Continued Growth Results in Record EPS of $0.68 and Diluted EPS of $0.61 HOUSTON, TX – April 24, 2024 – Third Coast Bancshares, Inc. (NASDAQ: TCBX) (the “Company,” “T |
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| April 24, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 12, 2024 THIRD COAST BANCSHARES, INC. (Exact name of Registrant as Specified in Its Charter) Texas 001-41028 46-2135597 (State or Other Jurisdiction of Incorporation) (Commissio |
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| April 24, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 24, 2024 THIRD COAST BANCSHARES, INC. (Exact name of Registrant as Specified in Its Charter) Texas 001-41028 46-2135597 (State or Other Jurisdiction of Incorporation) (Commissio |
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| March 21, 2024 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 21, 2024 THIRD COAST BANCSHARES, INC. (Exact name of Registrant as Specified in Its Charter) Texas 001-41028 46-2135597 (State or Other Jurisdiction of Incorporation) (Commissio |
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| March 21, 2024 |
Exhibit 99.1 News Release FOR IMMEDIATE RELEASE Contact: Ken Dennard / Natalie Hairston Dennard Lascar Investor Relations (713) 529-6600 [email protected] Third Coast Bancshares, Inc. Declares Quarterly Cash Dividend on its 6.75% Series A Convertible Non-Cumulative Preferred Stock HOUSTON, Texas, March 21, 2024 – Third Coast Bancshares, Inc. (NASDAQ: TCBX), the holding company of Third Coast |
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| March 15, 2024 |
Exhibit 10.1 AMENDMENT TO EMPLOYMENT AGREEMENT This AMENDMENT TO EMPLOYMENT AGREEMENT (this “Amendment”) is entered into as of March 15, 2024, by and between Third Coast Bank, a Texas banking association (the “Bank”), and R. John McWhorter (“Executive”). Capitalized terms used and not otherwise defined herein shall have the meanings assigned to them in the Employment Agreement (as defined below). |
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| March 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 15, 2024 THIRD COAST BANCSHARES, INC. (Exact name of Registrant as Specified in Its Charter) Texas 001-41028 46-2135597 (State or Other Jurisdiction of Incorporation) (Commissio |
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| March 14, 2024 |
Exhibit 99.1 News Release FOR IMMEDIATE RELEASE Contact: Ken Dennard / Natalie Hairston Dennard Lascar Investor Relations (713) 529-6600 [email protected] Third Coast Announces Conversion to State-Chartered Bank Third Coast converts to a Texas Banking Association HOUSTON, Texas, March 14, 2024 – Third Coast Bancshares, Inc. (NASDAQ: TCBX) (the “Company,” “Third Coast,” or “our”), the holding |
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| March 14, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 14, 2024 THIRD COAST BANCSHARES, INC. (Exact name of Registrant as Specified in Its Charter) Texas 001-41028 46-2135597 (State or Other Jurisdiction of Incorporation) (Commissio |
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| March 7, 2024 |
Subsidiaries of Third Coast Bancshares, Inc. Exhibit 21.1 Third Coast Bancshares, Inc. Subsidiaries Entity Name State of Incorporation Third Coast Bank, SSB Texas, U.S.A. Third Coast Commercial Capital, Inc. Texas, U.S.A. |
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| March 7, 2024 |
Third Coast Bancshares, Inc. Compensation Recovery Policy dated October 19, 2023. Exhibit 97.1 Third Coast Bancshares, Inc. Compensation Recovery Policy 1. Purpose. The purpose of this Policy is to describe the circumstances in which Executive Officers will be required to repay or return Erroneously Awarded Compensation to the Company Group. Each Executive Officer shall be required to sign and return to the Company the Acknowledgement Form attached hereto as Exhibit A pursuant |
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| March 7, 2024 |
Description of Registrant's Securities. Exhibit 4.2 description of REGISTRANT’S SECURITIES As of December 31, 2023, Third Coast Bancshares, Inc. (the “Company,” “we,” “our,” “us”) had one class of securities registered under Section 12 of the Securities Exchange Act of 1934 (the “Exchange Act”), the Company’s common stock. DESCRIPTION OF COMMON STOCK General We are incorporated under the laws of the state of Texas. The rights of our sha |
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| March 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-41028 THIRD COAST BAN |
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| March 4, 2024 |
Exhibit 99.1 News Release FOR IMMEDIATE RELEASE Contact: Ken Dennard / Natalie Hairston Dennard Lascar Investor Relations (713) 529-6600 [email protected] Third Coast Announces Organizational Changes to Drive Future Growth Alexander named Chief Risk and Operations Officer Eber named Chief Legal Officer HOUSTON, Texas, March 4, 2024 – Third Coast Bancshares, Inc. (NASDAQ: TCBX) (the “Company,” |
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| March 4, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 01, 2024 THIRD COAST BANCSHARES, INC. (Exact name of Registrant as Specified in Its Charter) Texas 001-41028 46-2135597 (State or Other Jurisdiction of Incorporation) (Commissio |
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| January 25, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 25, 2024 THIRD COAST BANCSHARES, INC. (Exact name of Registrant as Specified in Its Charter) Texas 001-41028 46-2135597 (State or Other Jurisdiction of Incorporation) (Commiss |
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| January 25, 2024 |
Exhibit 99.1 News Release Contact: Ken Dennard / Natalie Hairston Dennard Lascar Investor Relations (713) 529-6600 [email protected] FOR IMMEDIATE RELEASE THIRD COAST BANCSHARES, INC. REPORTS RECORD 2023 FOURTH QUARTER AND FULL YEAR FINANCIAL RESULTS Year over Year Book Value grew 9.0% and Tangible Book Value(1) grew 9.7% HOUSTON, TX – January 25, 2024 – Third Coast Bancshares, Inc. (NASDAQ: |
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| December 21, 2023 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 21, 2023 THIRD COAST BANCSHARES, INC. (Exact name of Registrant as Specified in Its Charter) Texas 001-41028 46-2135597 (State or Other Jurisdiction of Incorporation) (Commis |
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| December 21, 2023 |
Exhibit 99.1 News Release FOR IMMEDIATE RELEASE Contact: Ken Dennard / Natalie Hairston Dennard Lascar Investor Relations (713) 529-6600 [email protected] Third Coast Bancshares, Inc. Declares Quarterly Cash Dividend on its 6.75% Series A Convertible Non-Cumulative Preferred Stock HOUSTON, Texas, December 21, 2023 – Third Coast Bancshares, Inc. (NASDAQ: TCBX), the holding company of Third Coa |
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| November 7, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-41028 THIRD COAST BANCSHARES, INC. |
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| October 25, 2023 |
Exhibit 99.1 News Release Contact: Ken Dennard / Natalie Hairston Dennard Lascar Investor Relations (713) 529-6600 [email protected] FOR IMMEDIATE RELEASE THIRD COAST BANCSHARES, INC. REPORTS THIRD QUARTER 2023 FINANCIAL RESULTS Total loans grow $225.7 million to $3.56 billion Book Value grows 1.4% and Tangible Book Value(1) grows 1.5% HOUSTON, TX – October 25, 2023 – Third Coast Bancshares, |
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| October 25, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 25, 2023 THIRD COAST BANCSHARES, INC. (Exact name of Registrant as Specified in Its Charter) Texas 001-41028 46-2135597 (State or Other Jurisdiction of Incorporation) (Commiss |
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| September 25, 2023 |
Exhibit 99.1 News Release FOR IMMEDIATE RELEASE Contact: Ken Dennard / Natalie Hairston Dennard Lascar Investor Relations (713) 529-6600 [email protected] Third Coast Bancshares, Inc. Declares Quarterly Cash Dividend on its 6.75% Series A Convertible Non-Cumulative Preferred Stock HOUSTON, Texas, September 25, 2023 – Third Coast Bancshares, Inc. (NASDAQ: TCBX), the holding company of Third Co |
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| September 25, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 22, 2023 THIRD COAST BANCSHARES, INC. (Exact name of Registrant as Specified in Its Charter) Texas 001-41028 46-2135597 (State or Other Jurisdiction of Incorporation) (Commi |
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| August 17, 2023 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 16, 2023 THIRD COAST BANCSHARES, INC. (Exact name of Registrant as Specified in Its Charter) Texas 001-41028 46-2135597 (State or Other Jurisdiction of Incorporation) (Commissi |
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| August 8, 2023 |
Exhibit 10.2 THIRD COAST BANK, SSB SALARY CONTINUATION AGREEMENT THIS SALARY CONTINUATION AGREEMENT (this “Agreement”) is made by and between Third Coast Bank, SSB, Humble, Texas, a Texas banking association (the “Bank”), or any other successor, transferee, or assignees, and Bill Bobbora (the “Executive”). INTRODUCTION To encourage the Executive to remain an employee of the Bank, the Bank is willi |
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| August 8, 2023 |
Exhibit 10.1 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this “Agreement”) is entered into as of April 20, 2023 (the “Effective Date”) by and between Bill Bobbora (“Executive”) and Third Coast Bank, SSB, a Texas state savings bank (the “Bank” or “Company”). WHEREAS, the Bank desires to employ Executive on the terms and conditions set forth herein; WHEREAS, Executive desires to be employed by t |
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| August 8, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-41028 THIRD COAST BANCSHARES, INC. |
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| July 26, 2023 |
Exhibit 99.1 News Release Contact: Ken Dennard / Natalie Hairston Dennard Lascar Investor Relations (713) 529-6600 [email protected] FOR IMMEDIATE RELEASE THIRD COAST BANCSHARES, INC. REPORTS SECOND QUARTER 2023 FINANCIAL RESULTS Book Value grows 2.5% and Tangible Book Value(1) grows 2.7% in second quarter 2023 Total assets reached $3.96 billion HOUSTON, TX – July 26, 2023 – Third Coast Bancs |
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| July 26, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 20, 2023 THIRD COAST BANCSHARES, INC. (Exact name of Registrant as Specified in Its Charter) Texas 001-41028 46-2135597 (State or Other Jurisdiction of Incorporation) (Commission |
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| July 11, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 07, 2023 THIRD COAST BANCSHARES, INC. (Exact name of Registrant as Specified in Its Charter) Texas 001-41028 46-2135597 (State or Other Jurisdiction of Incorporation) (Commission |
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| June 29, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 1 |
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| June 15, 2023 |
Exhibit 99.1 News Release FOR IMMEDIATE RELEASE Contact: Ken Dennard / Natalie Hairston Dennard Lascar Investor Relations (713) 529-6600 [email protected] Third Coast Bancshares, Inc. Declares Quarterly Cash Dividend on its 6.75% Series A Convertible Non-Cumulative Preferred Stock HOUSTON, Texas, June 15, 2023 – Third Coast Bancshares, Inc. (NASDAQ: TCBX), the holding company of Third Coast B |
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| June 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 15, 2023 THIRD COAST BANCSHARES, INC. (Exact name of Registrant as Specified in Its Charter) Texas 001-41028 46-2135597 (State or Other Jurisdiction of Incorporation) (Commission |
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| June 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* THIRD COAST BANCSHARES, INC. (Name of Issuer) Common Stock, par value $1.00 per share (Title of Class of Securities) 88422P109 (CUSIP Number) Castle Creek Capital Partners VIII, LP 11682 El Camino Real, Suite 320 San Diego, CA 92130 858-756-8300 (Name, A |
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| May 26, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 25, 2023 THIRD COAST BANCSHARES, INC. (Exact name of Registrant as Specified in Its Charter) Texas 001-41028 46-2135597 (State or Other Jurisdiction of Incorporation) (Commission |
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| May 26, 2023 |
EX-3.1 Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE CERTIFICATE OF FORMATION OF THIRD COAST BANCSHARES, INC. This Certificate of Amendment is submitted for filing pursuant to the applicable provisions of the Texas Business Organizations Code. Entity Information The name of the filing entity is Third Coast Bancshares, Inc., and it is a for-profit corporation (the “Corporation”). The Corporation’s da |
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| May 23, 2023 |
DEFA14A 1 d498437ddefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as |
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| May 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-41028 THIRD COAST BANCSHARES, INC. |
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| May 8, 2023 |
Exhibit 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that this Schedule 13D, dated May 8, 2023 with respect to the common stock, par value $1.00 per share, of Third Coast Bancshares, Inc., a Texas corporation, is, and any amendments hereto signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k) under t |
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| May 8, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* THIRD COAST BANCSHARES, INC. (Name of Issuer) Common Stock, par value $1.00 per share (Title of Class of Securities) 88422P109 (CUSIP Number) Castle Creek Capital Partners VIII, LP 11682 El Camino Real, Suite 320 San Diego, CA 92130 858-756-8300 (Name, A |
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| April 26, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 26, 2023 THIRD COAST BANCSHARES, INC. (Exact name of Registrant as Specified in Its Charter) Texas 001-41028 46-2135597 (State or Other Jurisdiction of Incorporation) (Commissio |
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| April 26, 2023 |
Exhibit 99.1 News Release Contact: Ken Dennard / Natalie Hairston Dennard Lascar Investor Relations (713) 529-6600 [email protected] FOR IMMEDIATE RELEASE THIRD COAST BANCSHARES, INC. REPORTS 2023 FIRST QUARTER FINANCIAL RESULTS Continued progress results in 1.02% ROAA on improved margins HOUSTON, TX – April 26, 2023 – Third Coast Bancshares, Inc. (NASDAQ: TCBX) (the “Company,” “Third Coast,” |
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| April 20, 2023 |
DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| April 7, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14 |
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| March 16, 2023 |
Exhibit 99.1 News Release FOR IMMEDIATE RELEASE Contact: Ken Dennard / Natalie Hairston Dennard Lascar Investor Relations (713) 529-6600 [email protected] Third Coast Bancshares, Inc. Declares Quarterly Cash Dividend on its 6.75% Series A Convertible Non-Cumulative Preferred Stock HOUSTON, Texas, March 16, 2023 – Third Coast Bancshares, Inc. (NASDAQ: TCBX), the holding company of Third Coast |
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| March 16, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 16, 2023 THIRD COAST BANCSHARES, INC. (Exact name of Registrant as Specified in Its Charter) Texas 001-41028 46-2135597 (State or Other Jurisdiction of Incorporation) (Commissio |
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| March 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-41028 THIRD COAST BAN |
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| March 15, 2023 |
Subsidiaries of Third Coast Bancshares, Inc. Exhibit 21.1 Third Coast Bancshares, Inc. Subsidiaries Entity Name State of Incorporation Third Coast Bank, SSB Texas, U.S.A. Third Coast Commercial Capital, Inc. Texas, U.S.A. |
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| March 15, 2023 |
Description of Registrant's Securities. Exhibit 4.2 description of REGISTRANT’S SECURITIES As of December 31, 2022, Third Coast Bancshares, Inc. (the “Company,” “we,” “our,” “us”) had one class of securities registered under Section 12 of the Securities Exchange Act of 1934 (the “Exchange Act”), the Company’s common stock. DESCRIPTION OF COMMON STOCK General We are incorporated under the laws of the state of Texas. The rights of our sha |
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| March 15, 2023 |
Exhibit 10.29 CONSULTING AGREEMENT THIS CONSULTING AGREEMENT (this “Agreement”), dated as of January 1, 2023 (“Effective Date”), is made and entered into by and between Third Coast Bancshares, Inc. (“Company”), the parent bank holding company of Third Coast Bank, SSB (the “Bank”), a Texas state savings bank, and Dennis Bonnen (“Consultant”). WHEREAS, the Company his indicated that it would like to |
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| February 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 16, 2023 THIRD COAST BANCSHARES, INC. (Exact name of registrant as specified in its charter) Texas 001-41028 46-2135597 (State or other jurisdiction of incorporation) (Commis |
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| January 26, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 26, 2023 THIRD COAST BANCSHARES, INC. (Exact name of Registrant as Specified in Its Charter) Texas 001-41028 46-2135597 (State or Other Jurisdiction of Incorporation) (Commiss |
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| January 26, 2023 |
Exhibit 99.1 News Release Contact: Ken Dennard / Natalie Hairston Dennard Lascar Investor Relations (713) 529-6600 [email protected] FOR IMMEDIATE RELEASE THIRD COAST BANCSHARES, INC. REPORTS 2022 FOURTH QUARTER AND FULL YEAR FINANCIAL RESULTS Gross Loans, Deposits and Total Assets grew over 50% for full year 2022 compared to full year 2021 results HOUSTON, TX – January 26, 2023 – Third Coast |
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| December 15, 2022 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 15, 2022 THIRD COAST BANCSHARES, INC. (Exact name of Registrant as Specified in Its Charter) Texas 001-41028 46-2135597 (State or Other Jurisdiction of Incorporation) (Commis |
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| December 15, 2022 |
Exhibit 99.1 News Release FOR IMMEDIATE RELEASE Contact: Ken Dennard / Natalie Hairston Dennard Lascar Investor Relations (713) 529-6600 [email protected] Third Coast Bancshares, Inc. Declares Cash Dividend on its 6.75% Series A Convertible Non-Cumulative Preferred Stock HUMBLE, Texas, December 15, 2022 ? Third Coast Bancshares, Inc. (NASDAQ: TCBX), the holding company of Third Coast Bank, SS |
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| November 10, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-41028 THIRD COAST BANCSHARES, INC. |
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| October 27, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 26, 2022 THIRD COAST BANCSHARES, INC. (Exact name of Registrant as Specified in Its Charter) Texas 001-41028 46-2135597 (State or Other Jurisdiction of Incorporation) (Commiss |
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| October 27, 2022 |
Exhibit 99.1 News Release Contact: Ken Dennard / Natalie Hairston Dennard Lascar Investor Relations (713) 529-6600 [email protected] FOR IMMEDIATE RELEASE THIRD COAST BANCSHARES, INC. REPORTS THIRD QUARTER 2022 FINANCIAL RESULTS Record Quarterly Net Income and Net Interest Income HUMBLE, TX ? October 26, 2022 ? Third Coast Bancshares, Inc. (NASDAQ: TCBX) (the ?Company?, ?Third Coast?, ?we?, ? |
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| October 26, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 20, 2022 THIRD COAST BANCSHARES, INC. (Exact name of registrant as specified in its charter) Texas 001-41028 46-2135597 (State or other jurisdiction of incorporation) (Commiss |
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| October 14, 2022 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 14, 2022 THIRD COAST BANCSHARES, INC. (Exact name of registrant as specified in its charter) Texas 001-41028 46-2135597 (State or other jurisdiction of incorporation) (Commiss |
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| October 14, 2022 |
Exhibit 99.1 NEWS RELEASE FOR IMMEDIATE RELEASE Contact: Ken Dennard / Natalie Hairston Dennard Lascar Investor Relations (713) 529-6600 [email protected] Third Coast Bancshares, Inc. Declares Cash Dividend on its 6.75% Series A Convertible Non-Cumulative Preferred Stock HUMBLE, Texas, October 14, 2022 ? Third Coast Bancshares, Inc. (NASDAQ: TCBX), the holding company of Third Coast Bank, SSB |
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| October 7, 2022 |
Exhibit 99.7 LETTER AGREEMENT THIRD COAST BANCSHARES, INC. 20202 Highway 59 North, suite 190 humble, tx 77338 September 30, 2022 Castle Creek Capital Partners VIII, L.P. 11682 El Camino Real, Suite 320 San Diego, CA 92130 Dear Sir/Madam: Reference is made to the Investment Agreement by and between Third Coast Bancshares, Inc., a Texas corporation (the “Corporation”), and the Investors name therein |
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| October 7, 2022 |
Exhibit 99.4 LETTER AGREEMENT THIRD COAST BANCSHARES, INC. 20202 HIGHWAY 59 NORTH, SUITE 190 HUMBLE, TX 77338 September 30, 2022 Castle Creek Capital Partners VIII, L.P. 11682 El Camino Real, Suite 320 San Diego, CA 92130 Dear Sir/Madam: Reference is made to the Investment Agreement by and among Third Coast Bancshares, Inc., a Texas corporation (the “Company”), and the investors name therein, incl |
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| October 7, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* THIRD COAST BANCSHARES, INC. (Name of Issuer) Common Stock, par value $1.00 per share (Title of Class of Securities) 88422P109 (CUSIP Number) Castle Creek Capital Partners VIII, LP 11682 El Camino Real, Suite 320 San Diego, CA 92130 858-756-8300 (Name, Ad |
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| October 7, 2022 |
EX-99.1 2 tm2227392d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that this Schedule 13D, dated October 7, 2022, with respect to the common stock, par value $1.00 per share, of Third Coast Bancshares, Inc., a Texas corporation, is, and any amendments hereto signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accor |
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| October 6, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 30, 2022 THIRD COAST BANCSHARES, INC. (Exact name of registrant as specified in its charter) Texas 001-41028 46-2135597 (State or other jurisdiction of incorporation) (Commi |
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| October 6, 2022 |
Exhibit 99.1 NEWS RELEASE FOR IMMEDIATE RELEASE Contact: Ken Dennard / Natalie Hairston Dennard Lascar Investor Relations (713) 529-6600 [email protected] Third Coast Bancshares, Inc. Announces Closing of $69.4 Million Private Placement of Convertible Preferred Stock HUMBLE, Texas, October 3, 2022 ? Third Coast Bancshares, Inc. (NASDAQ: TCBX), (?Third Coast? or the ?Company?), the holding com |
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| October 6, 2022 |
Exhibit 3.1 CERTIFICATE OF DESIGNATION, PREFERENCES AND RIGHTS OF SERIES A CONVERTIBLE NON-CUMULATIVE PREFERRED STOCK OF THIRD COAST BANCSHARES, INC. Pursuant to Sections 21.155 and 21.156 of the Business Organizations Code of the State of Texas Third Coast Bancshares, Inc. (the ?Corporation?), a corporation organized and existing under the Texas Business Organizations Code (the ?TBOC?), in accord |
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| October 6, 2022 |
Exhibit 3.2 CERTIFICATE OF DESIGNATION, PREFERENCES AND RIGHTS OF SERIES B CONVERTIBLE PERPETUAL PREFERRED STOCK OF THIRD COAST BANCSHARES, INC. Pursuant to Sections 21.155 and 21.156 of the Business Organizations Code of the State of Texas Third Coast Bancshares, Inc. (the ?Corporation?), a corporation organized and existing under the Texas Business Organizations Code (the ?TBOC?), in accordance |
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| October 6, 2022 |
Exhibit 4.1 FORM OF WARRANT AGREEMENT THE ISSUANCE OF THESE SECURITIES HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 (THE ?SECURITIES ACT?), OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER THE SECURITIES ACT OR (B) AN AVAILABLE EXEMPTION F |
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| October 6, 2022 |
Exhibit 10.1 THIRD COAST BANCSHARES, INC. 20202 HIGHWAY 59 NORTH, SUITE 190 HUMBLE, TX 77338 September 30, 2022 To the Investors Ladies and Gentlemen: Reference is made to the Investment Agreement, dated as of September 8, 2022 (the ?Agreement?), by and among Third Coast Bancshares, Inc., a Texas corporation (the ?Company?), and the several purchasers of the Series A Preferred Stock identified on |
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| September 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 10, 2022 THIRD COAST BANCSHARES, INC. (Exact name of registrant as specified in its charter) Texas 001-41028 46-2135597 (State or other jurisdiction of incorporation) (Commi |
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| September 14, 2022 |
Exhibit 10.1 AMERICAN NATIONAL BANK & TRUST RENEWAL, EXTENSION AND MODIFICATION OF LOAN THIS RENEWAL, EXTENSION AND MODIFICATION OF LOAN (this ?Renewal?) is made by and between THIRD COAST BANCSHARES, INC. (the ?Borrower?) and AMERICAN NATIONAL BANK & TRUST (?Lender?), to be effective as of the 10th day of September, 2022. RECITALS: WHEREAS, in accordance with that certain Loan Agreement (as previ |
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| September 9, 2022 |
Exhibit 4.1 FORM OF WARRANT AGREEMENT THE ISSUANCE OF THESE SECURITIES HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 (THE ?SECURITIES ACT?), OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER THE SECURITIES ACT OR (B) AN AVAILABLE EXEMPTION F |
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| September 9, 2022 |
Exhibit 10.3 EXHIBIT D FORM OF VOTING AGREEMENT This Voting Agreement (this ?Agreement?), dated as of September 8, 2022, is by and among the shareholders listed on the signature page hereto (each, a ?Shareholder? and, collectively, the ?Shareholders?) and each of the purchasers listed on the signature page hereto (each, an ?Investor? and, collectively, the ?Investors?). WHEREAS, simultaneously wit |
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| September 9, 2022 |
Exhibit 10.2 FORM OF THIRD COAST BANCSHARES, INC. REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this ?Agreement?) is made and entered into as of [?], 2022, by and among Third Coast Bancshares, Inc., a Texas corporation (the ?Company?), and the purchaser(s) signatory hereto (each a ?Registration Rights Purchaser? and collectively, the ?Registration Rights Purchasers?). This Agre |
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| September 9, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 8, 2022 THIRD COAST BANCSHARES, INC. (Exact name of registrant as specified in its charter) Texas 001-41028 46-2135597 (State or other jurisdiction of incorporation) (Commis |
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| September 9, 2022 |
Exhibit 99.1 NEWS RELEASE FOR IMMEDIATE RELEASE Contact: Ken Dennard / Natalie Hairston Dennard Lascar Investor Relations (713) 529-6600 [email protected] Third Coast Bancshares, Inc. Announces Private Placement of $69.4 Million of Convertible Preferred Stock HUMBLE, Texas, September 8, 2022 ? Third Coast Bancshares, Inc. (NASDAQ: TCBX), (?Third Coast? or the ?Company?), the holding company f |
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| September 9, 2022 |
Series B Certificate of Designation Exhibit 3.2 CERTIFICATE OF DESIGNATION, PREFERENCES AND RIGHTS OF SERIES B CONVERTIBLE PERPETUAL PREFERRED STOCK OF THIRD COAST BANCSHARES, INC. Pursuant to Sections 21.155 and 21.156 of the Business Organizations Code of the State of Texas Third Coast Bancshares, Inc. (the ?Corporation?), a corporation organized and existing under the Texas Business Organizations Code (the ?TBOC?), in accordance |
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| September 9, 2022 |
Exhibit 99.2 Third Coast Bancshares, Inc. Investor Presentation Subordinated Debt Placement Non-Cumulative Convertible Perpetual Preferred Stock Offering February 2022 July 2022 Confidential Investor Presentation Disclaimer Legal Disclaimer This confidential presentation (this ?presentation?) has been prepared solely for general informational purposes by or on behalf of Third Coast Bancshares, Inc |
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| September 9, 2022 |
Exhibit 10.1 INVESTMENT AGREEMENT BY AND AMONG THIRD COAST BANCSHARES, INC. AND THE INVESTORS DATED AS OF SEPTEMBER 8, 2022 TABLE OF CONTENTS Page(s) Section 1. Certain Definitions 1 Section 2. Purchase; Closings 9 (a) Purchase and Sale 9 (b) Closing 9 Section 3. Representations and Warranties of the Company 10 (a) Organization and Authority 10 (b) Authorization 10 (c) Capitalization; Subsidiaries |
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| September 9, 2022 |
Exhibit 10.4 EXHIBIT L FORM OF LETTER AGREEMENT THIRD COAST BANCSHARES, INC. 20202 HIGHWAY 59 NORTH, SUITE 190 HUMBLE, TX 77338 [?], 2022 Castle Creek Capital Partners VIII, L.P. 11682 El Camino Real, Suite 320 San Diego, CA 92130 Dear Sir/Madam: Reference is made to the Investment Agreement by and among Third Coast Bancshares, Inc., a Texas corporation (the ?Company?), and the investors name ther |
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| September 9, 2022 |
Series A Certificate of Designation Exhibit 3.1 CERTIFICATE OF DESIGNATION, PREFERENCES AND RIGHTS OF SERIES A CONVERTIBLE NON-CUMULATIVE PREFERRED STOCK OF THIRD COAST BANCSHARES, INC. Pursuant to Sections 21.155 and 21.156 of the Business Organizations Code of the State of Texas Third Coast Bancshares, Inc. (the ?Corporation?), a corporation organized and existing under the Texas Business Organizations Code (the ?TBOC?), in accord |
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| August 9, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q - Draft review and test completed. No issues found. UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fr |
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| July 27, 2022 |
Exhibit 99.1 News Release Contact: Ken Dennard / Natalie Hairston Dennard Lascar Investor Relations (713) 529-6600 [email protected] FOR IMMEDIATE RELEASE THIRD COAST BANCSHARES, INC. REPORTS SECOND QUARTER 2022 FINANCIAL RESULTS Strategic Growth Plan Includes Realignment of Production Leadership and Research and Development Initiatives HUMBLE, TX ? July 27, 2022 ? Third Coast Bancshares, Inc |
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| July 27, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 27, 2022 THIRD COAST BANCSHARES, INC. (Exact name of Registrant as Specified in Its Charter) Texas 001-41028 46-2135597 (State or Other Jurisdiction of Incorporation) (Commission |
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| July 11, 2022 |
Third Coast Bancshares Announces Extension of Exchange Offer Exhibit 99.1 NEWS RELEASE FOR IMMEDIATE RELEASE Third Coast Bancshares Announces Extension of Exchange Offer HUMBLE, TX, July 11, 2022 ? Third Coast Bancshares, Inc. (Nasdaq: TCBX) (the ?Company? or ?Third Coast?), the bank holding company for Third Coast Bank, SSB, announced today that it extended its offer to holders of $82,250,000 in aggregate principal amount of its 5.500% Fixed-to-Floating Ra |
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| July 11, 2022 |
Filed Pursuant to Rule 424(b)(3) Registration Statement No. 333-265235 PROSPECTUS SUPPLEMENT NO. 2 (to prospectus dated June 6, 2022) Third Coast Bancshares, Inc. This Prospectus Supplement No. 2 (this ?Prospectus Supplement?) supplements the prospectus dated June 6, 2022 (as amended or supplemented from time to time, the ?Prospectus?) of Third Coast Bancshares, Inc., a Texas corporation (?we? or |
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| July 11, 2022 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): July 11, 2022 THIRD COAST BANCSHARES, INC. |
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| July 7, 2022 |
Filed Pursuant to Rule 424(b)(3) Registration Statement No. 333-265235 PROSPECTUS SUPPLEMENT NO. 1 (to prospectus dated June 6, 2022) Third Coast Bancshares, Inc. This Prospectus Supplement No. 1 (this ?Prospectus Supplement?) supplements the prospectus dated June 6, 2022 (the ?Prospectus?) of Third Coast Bancshares, Inc., a Texas corporation (?we? or the ?Company?), that forms a part of the Regis |
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| July 7, 2022 |
Exhibit 10.1 CONFIDENTIAL SEPARATION AGREEMENT AND GENERAL RELEASE This Confidential Separation Agreement and General Release (?Agreement?) is entered into between Donald Legato (?Executive?), Third Coast Bank, SSB, and Third Coast Bancshares, Inc. (collectively the ?Bank?) as follows: 1. Separation of Employment and Resignation. Executive is being separated from employment with the Bank upon the |
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| July 7, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 30, 2022 THIRD COAST BANCSHARES, INC. (Exact name of registrant as specified in its charter) Texas 001-41028 46-2135597 (State or other jurisdiction of incorporation) (Commission |
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| July 1, 2022 |
EX-FILING FEES 6 d209944dexfilingfees.htm EX107 Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form type) Third Coast Bancshares, Inc. (Exact Name of Registrant as Specified in its Charter) Table I: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit(2) Maximum Aggregate Offering Price Fee Rate Amo |
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| July 1, 2022 |
As filed with the Securities and Exchange Commission on July 1, 2022 As filed with the Securities and Exchange Commission on July 1, 2022 Registration No. |
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| July 1, 2022 |
Third Coast Bank, SSB 401(k) and Employee Stock Ownership Plan Exhibit 99.1 PRINCIPAL FINANCIAL GROUP ESOP/KSOP PRE-APPROVED PLAN Table of Contents Article 1 Plan Elections 1 Section 1.01 - New, Restated or Amended Plan 1 Section 1.02 - Employer 1 Section 1.03 - Plan Name and Plan Number 1 Section 1.04 - Effective Date 1 Section 1.05 - Yearly Date 1 Section 1.06 - Fiscal Year 2 Section 1.07 - Named Fiduciary 2 Section 1.08 - Plan Administrator 2 Section 1.09 |
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| June 6, 2022 |
Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-265235 PROSPECTUS Offer to Exchange $82,250,000 aggregate principal amount of 5.500% Fixed-to-Floating Rate Subordinated Notes due 2032 that have been registered under the Securities Act of 1933 for any and all outstanding unregistered 5.500% Fixed-to-Floating Rate Subordinated Notes due 2032 The exchange offer will expire at |
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| June 2, 2022 |
THIRD COAST BANCSHARES, INC. 20202 Highway 59 North, Suite 190 Humble, Texas 77338 June 2, 2022 THIRD COAST BANCSHARES, INC. 20202 Highway 59 North, Suite 190 Humble, Texas 77338 June 2, 2022 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Third Coast Bancshares, Inc. Registration Statement on Form S-4 Filed May 26, 2022 File No. 333-265235 Ladies and Gentlemen: Pursuant to Rule 461 promulgated under the Securiti |
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| May 27, 2022 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 26, 2022 THIRD COAST BANCSHARES, INC. (Exact name of Registrant as Specified in Its Charter) Texas 001-41028 46-2135597 (State or Other Jurisdiction of Incorporation) (Commission |
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| May 26, 2022 |
Table of Contents As filed with the Securities and Exchange Commission on May 26, 2022 Registration No. |
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| May 26, 2022 |
Exhibit 99.1 LETTER OF TRANSMITTAL To Tender for Exchange 5.500% Fixed-to-Floating Rate Subordinated Notes due 2032 (CUSIP Numbers: 88422PAA7 and 88422PAB5) (“Old Notes”) for 5.500% Fixed-to-Floating Rate Subordinated Notes due 2032 that have been registered under the Securities Act of 1933 (CUSIP Number: 88422PAC3) (“New Notes”) of THIRD COAST BANCSHARES, INC. Pursuant to the Prospectus Dated [•] |
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| May 26, 2022 |
EX-FILING FEES Exhibit 107 Calculation of Filing Fee Tables Form S-4 (Form Type) THIRD COAST BANCSHARES, INC. |
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| May 26, 2022 |
EX-25.1 Exhibit 25.1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) UMB BANK, NATIONAL ASSOCIATION (Exact name of Trustee as specified in its charter) 44-0194180 I.R.S. Employer |
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| May 26, 2022 |
THIRD COAST BANCSHARES, INC. 2020 Highway 59 North, Suite 190 Humble, TX 77338 May 26, 2022 THIRD COAST BANCSHARES, INC. 2020 Highway 59 North, Suite 190 Humble, TX 77338 May 26, 2022 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Third Coast Bancshares, Inc. Registration Statement on Form S-4 Ladies and Gentlemen: In connection with the above referenced Registration Statement (the ?Registration Statement?) |
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| May 5, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q - Draft review and test completed. No issues found. UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period f |
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| April 28, 2022 |
EX-99.1 2 tcbx-ex991.htm EX-99.1 Exhibit 99.1 News Release Contact: Ken Dennard / Natalie Hairston Dennard Lascar Investor Relations (713) 529-6600 [email protected] FOR IMMEDIATE RELEASE THIRD COAST BANCSHARES, INC. REPORTS STRONG FIRST QUARTER 2022 FINANCIAL RESULTS Strong First Quarter Loan & Deposit Growth Exceed Plan HUMBLE, TX – April 28, 2022 – Third Coast Bancshares, Inc. (NASDAQ: TCB |
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| April 28, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 28, 2022 THIRD COAST BANCSHARES, INC. (Exact name of Registrant as Specified in Its Charter) Texas 001-41028 46-2135597 (State or Other Jurisdiction of Incorporation) (Commissio |
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| April 25, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14 |
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| April 1, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 31, 2022 THIRD COAST BANCSHARES, INC. (Exact name of registrant as specified in its charter) Texas 001-41028 46-2135597 (State or other jurisdiction of incorporation) (Commissio |
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| April 1, 2022 |
Exhibit 99.2 Third Coast Bancshares, Inc. Investor Presentation Subordinated Debt Placement Subordinated Debt Placement February 2022 March 2022 Confidential Investor Presentation Disclaimer Legal Disclaimer This confidential presentation (this ?presentation?) has been prepared solely for general informational purposes by or on behalf of Third Coast Bancshares, Inc. (?Third Coast,? ?TCBX,? the ?Co |
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| April 1, 2022 |
Exhibit 10.1 FORM OF SUBORDINATED NOTE PURCHASE AGREEMENT This SUBORDINATED NOTE PURCHASE AGREEMENT (this ?Agreement?) is dated as of March 31, 2022, and is made by and among Third Coast Bancshares, Inc., a Texas corporation (the ?Company?), and the several purchasers of the Subordinated Notes (as defined herein) identified on the signature pages hereto (each a ?Purchaser? and collectively, the ?P |
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| April 1, 2022 |
Exhibit 10.2 FORM OF REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (the ?Agreement?) is dated as of March 31, 2022 and is made by and among Third Coast Bancshares, Inc., a Texas corporation (the ?Company?), and the several purchasers of the Subordinated Notes (as defined below) identified on the signature pages to the Purchase Agreement (as defined below) (collectively, the ?Pur |
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| April 1, 2022 |
Exhibit 99.1 NEWS RELEASE FOR IMMEDIATE RELEASE Contact: Ken Dennard / Natalie Hairston Dennard Lascar Investor Relations (713) 529-6600 [email protected] Third Coast Bancshares, Inc. Announces Completion of $82.3 Million Fixed-to-Floating Rate Subordinated Notes Offering HUMBLE, Texas, April 1, 2022 ? Third Coast Bancshares, Inc. (NASDAQ: TCBX), (?Third Coast?), the holding company of Third |
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| April 1, 2022 |
Exhibit 4.1 THIRD COAST BANCSHARES, INC. As Issuer, and UMB BANK, NATIONAL ASSOCIATION As Trustee INDENTURE Dated as of March 31, 2022 5.500% Fixed-to-Floating Rate Subordinated Notes due 2032 TABLE OF CONTENTS ARTICLE I DEFINITIONS AND INCORPORATION BY REFERENCE 1 1.01 Definitions 1 1.02 Compliance Certificates and Opinions 13 1.03 Form of Documents Delivered to Trustee 13 1.04 Acts of Holders 14 |
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| March 17, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-41028 THIRD COAST BAN |
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| March 17, 2022 |
Subsidiaries of Third Coast Bancshares, Inc. EX-21.1 3 tcbx-ex211.htm EX-21.1 Exhibit 21.1 Third Coast Bancshares, Inc. Subsidiaries Entity Name State of Incorporation Third Coast Bank, SSB Texas, U.S.A. Third Coast Commercial Capital, Inc. Texas, U.S.A. |
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| March 17, 2022 |
Description of Registrant's Securities EXHIBIT 4.2 description of REGISTRANT’S SECURITIES As of December 31, 2021, Third Coast Bancshares, Inc. (the “Company,” “we,” “our,” “us”) had one class of securities registered under Section 12 of the Securities Exchange Act of 1934 (the “Exchange Act”), the Company’s common stock. DESCRIPTION OF COMMON STOCK General We are incorporated under the laws of the state of Texas. The rights of our sha |
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| January 27, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 27, 2022 THIRD COAST BANCSHARES, INC. (Exact name of Registrant as Specified in Its Charter) Texas 001-41028 46-2135597 (State or Other Jurisdiction of Incorporation) (Commiss |
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| January 27, 2022 |
News Release Contact: Ken Dennard / Natalie Hairston Dennard Lascar Investor Relations (713) 529-6600 TCBX@dennardlascar. |
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| December 22, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q - Draft review and test completed. No issues found. UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition peri |
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| December 8, 2021 |
As filed with the Securities and Exchange Commission on December 8, 2021 As filed with the Securities and Exchange Commission on December 8, 2021 Registration No. |
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| November 17, 2021 |
Exhibit 99.1 FOR IMMEDIATE RELEASE Third Coast Bancshares, Inc. Announces Closing of IPO Over-Allotment Option, Resulting in Gross Proceeds of $100.6 Million HUMBLE, Texas (November 17, 2021) ? Third Coast Bancshares, Inc. (NASDAQ: TCBX) (?Third Coast?), the bank holding company for Third Coast Bank, SSB, today announced the closing of the sale of 525,000 shares of its common stock pursuant to the |
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| November 17, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 17, 2021 THIRD COAST BANCSHARES, INC. (Exact name of registrant as specified in its charter) Texas 001-41028 46-2135597 (State or other jurisdiction of incorporation) (Commis |
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| November 9, 2021 |
Table of Contents Filed Pursuant to Rule 424(b)(4) Registration No. 333-260291 Registration No. 333-260887 Prospectus 3,500,000 Shares Common Stock This prospectus relates to the initial public offering of the common stock of Third Coast Bancshares, Inc. We are the bank holding company for Third Coast Bank, SSB, a Texas state savings bank headquartered in Humble, Texas, with operations primarily i |
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| November 8, 2021 |
As filed with the Securities and Exchange Commission on November 8, 2021. As filed with the Securities and Exchange Commission on November 8, 2021. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 THIRD COAST BANCSHARES, INC. (Exact name of registrant as specified in its charter) Texas 6036 46-2135597 (State or other jurisdiction of incorporation or organization |
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| November 5, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 THIRD COAST BANCSHARES, INC. (Exact name of registrant as specified in its charter) Texas 46-2135597 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification N |
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| November 4, 2021 |
Third Coast Bancshares, Inc. 20202 Highway 59 North, Suite 190 Humble, Texas 77338 Third Coast Bancshares, Inc. 20202 Highway 59 North, Suite 190 Humble, Texas 77338 Via EDGAR November 4, 2021 Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-4628 Re: Third Coast Bancshares, Inc. Registration Statement on Form S-1 (as amended) File No. 333-260291 Ladies and Gentlemen: Pursuant to Rule 461 promulgated under the Securities |
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| November 4, 2021 |
Via EDGAR November 4, 2021 Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| November 1, 2021 |
Table of Contents As filed with the Securities and Exchange Commission on November 1, 2021. |
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| November 1, 2021 |
Free Writing Prospectus Filed Pursuant to Rule 433 Registration Statement No. 333-260291 Dated November 1, 2021 Initial Public Offering NASDAQ | TCBX November 2021 Disclaimer Third Coast Bancshares, Inc. (?Third Coast,? ?TCBX,? the ?Company,? ?we,? ?us? or ?our?), the holding company for Third Coast Bank, SSB (the ?Bank?), has filed a registration statement (No. 333-260291) (including a prospectus |
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| November 1, 2021 |
Form of Underwriting Agreement EX-1.1 2 d214992dex11.htm EX-1.1 Exhibit 1.1 [•] Shares THIRD COAST BANCSHARES, INC. Common Stock UNDERWRITING AGREEMENT [•], 2021 Stephens Inc. 111 Center Street Little Rock, Arkansas 72201 Piper Sandler & Co. 1251 Avenue of the Americas, 6th Floor New York, New York 10020 Deutsche Bank Securities, Inc. 60 Wall Street New York, New York 10005 Ladies and Gentlemen: Third Coast Bancshares, Inc., a |
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| November 1, 2021 |
CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. |
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| October 15, 2021 |
Exhibit 10.7 SUBORDINATED NOTE PURCHASE AGREEMENT $2.0 Million Subordinated Promissory Notes This Subordinated Note Purchase Agreement (this ?Agreement?), dated as of September 27, 2020, is entered into by and among Third Coast Bancshares, Inc., a Texas corporation (the ?Company?), and Carl A. Davis (the ?Purchaser??). WHEREAS, subject to the terms and conditions set forth herein, the Company wish |
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| October 15, 2021 |
Consulting Agreement with Norma Galloway EX-10.9 14 d214992dex109.htm EX-10.9 Exhibit 10.9 THIRD PARTY SERVICE AGREEMENT THIS SERVICE AGREEMENT dated this 1st day of March, 2019 - BETWEEN- Norma Gallowayof , Phone: , “Service Provider” - AND - “CUSTOMER” Business Name: Third Coast Bank, SSB Address: 20202 Hwy 59 North, Suite 190 City: Humble State: Texas Zip Code: 77338 Telephone: 281-446-7000 Type of Service Location: Business locations |
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| October 15, 2021 |
Powers of attorney (included on signature page to the Registration Statement)* Table of Contents As filed with the Securities and Exchange Commission on October 15, 2021. |
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| October 15, 2021 |
Exhibit 10.3 THIRD COAST BANCSHARES, INC. 2019 OMNIBUS INCENTIVE PLAN Exhibit 10.3 THIRD COAST BANCSHARES, INC. 2019 OMNIBUS INCENTIVE PLAN (As Amended and Restated Effective April 15, 2021) (adopted by the Company’s Board of Directors on April 15, 2021) (approved by the Company’s shareholders on May 20, 2021) 1. Purpose. The purpose of the Third Coast Bancshares, Inc. 2019 Omnibus Incentive Plan |
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| October 15, 2021 |
Exhibit 10.22 THIRD COAST BANCSHARES, INC. 2019 OMNIBUS INCENTIVE PLAN NOTICE OF GRANT OF RESTRICTED STOCK (Non-Employee Director) Pursuant to the terms and conditions of the Third Coast Bancshares, Inc. 2019 Omnibus Incentive Plan, attached as Appendix A (the ?Plan?), and the associated Restricted Stock Award Agreement, attached as Appendix B (the ?Agreement?), you are hereby awarded shares of th |
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| October 15, 2021 |
Exhibit 10.4 INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (“Agreement”) is made as of , 20 , by and between Third Coast Bancshares, Inc., a Texas corporation (the “Company”), and (“Indemnitee”). This Agreement supersedes and replaces any and all previous agreements between the Company and Indemnitee covering the subject matter of this Agreement. RECITALS WHEREAS, highly competent perso |
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| October 15, 2021 |
Exhibit 4.1 TCB Third coast Bancshares, inc. INCORPORATED UNDER THE LAWS OF THE STATE OF TEXAS COMMON STOCK SEE REVERSE CUSIP FOR CERTAIN 88422P DEFINITIONS 10 AND RESTRICTIONS 9 The Certifies that Is the owner of FULLY PAID AND NON-ASSESSABLE SHARES OF THE COMMON STOCK, $1.00 PAR VALUE, OF Third Coast BanCshares, inc. transferable on the books of the Company in Person or by duly authorized attorn |
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| October 15, 2021 |
Exhibit 10.19 CAPITAL WARRANT AGREEMENT This Capital Warrant Agreement (“Agreement”) is executed as of this 1st day of October, 2013 by Third Coast Bancshares, Inc. (the “Company”), a Texas corporation and registered bank holding company for Third Coast Bank, SSB (the “Bank”), in favor of the organizers of the Company listed on Exhibit A (each, an “Initial Holder”), in accordance with the terms an |
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| October 15, 2021 |
Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF REORGANIZATION BY AND AMONG THIRD COAST BANCSHARES, INC. LAWMAKER MERGER SUB, INC. AND HERITAGE BANCORP, INC. Dated as of August 27, 2019 TABLE OF CONTENTS Page ARTICLE I THE MERGER 2 Section 1.01 Merger of Merger Sub with and into HBI 2 Section 1.02 Effects of the Merger 2 Section 1.03 Certificate of Formation and Bylaws 2 Section 1.04 Directors |
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| October 15, 2021 |
EX-10.2 7 d214992dex102.htm EX-10.2 Exhibit 10.2 THIRD COAST BANCSHARES, INC. 2017 DIRECTOR STOCK OPTION PLAN (As Amended and Restated Effective January 1, 2021) 1. PURPOSE; BACKGROUND. The purpose of this Plan is to secure for Third Coast Bancshares, Inc., a Texas corporation (the “Company”), and its shareholders the benefits of the incentive inherent in increased common stock ownership by member |
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| October 15, 2021 |
Exhibit 10.17 THIRD COAST BANK, SSB SALARY CONTINUATION AGREEMENT THIS SALARY CONTINUATION AGREEMENT (this “Agreement”) is made by and between Third Coast Bank, SSB, Humble, Texas, a Texas banking association (the “Bank”), or any other successor, transferee, or assignees, and Audrey Duncan (the “Executive”). INTRODUCTION To encourage the Executive to remain an employee of the Bank, the Bank is wil |
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| October 15, 2021 |
Exhibit 10.15 THIRD COAST BANK, SSB SALARY CONTINUATION AGREEMENT THIS SALARY CONTINUATION AGREEMENT (this ?Agreement?) is made by and between Third Coast Bank, SSB, Humble, Texas, a Texas banking association (the ?Bank?), or any other successor, transferee, or assignees, and John McWhorter (the ?Executive?). INTRODUCTION To encourage the Executive to remain an employee of the Bank, the Bank is wi |
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| October 15, 2021 |
Subsidiaries of Third Coast Bancshares, Inc. Exhibit 21.1 Third Coast Bancshares, Inc. Subsidiaries Entity Name State of Incorporation Third Coast Bank, SSB Texas, U.S.A. Third Coast Commercial Capital, Inc. Texas, U.S.A. |
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| October 15, 2021 |
EX-10.14 19 d214992dex1014.htm EX-10.14 Exhibit 10.14 THIRD COAST BANK, SSB SALARY CONTINUATION AGREEMENT THIS SALARY CONTINUATION AGREEMENT (this “Agreement”) is made by and between Third Coast Bank, SSB, Humble, Texas, a Texas banking association (the “Bank”), or any other successor, transferee, or assignees, and Donald Legato (the “Executive”). INTRODUCTION To encourage the Executive to remain |
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| October 15, 2021 |
Exhibit 10.1 THIRD COAST BANCSHARES, INC. 2013 STOCK OPTION PLAN SECTION 1. Purpose of the Plan. The purpose of the Third Coast Bancshares, Inc. 2013 Stock Option Plan (?Plan?) is to encourage ownership of common stock, $1.00 par value (?Common Stock?), of Third Coast Bancshares, Inc., a Texas corporation and registered Company holding company (the ?Company?), by key employees, directors, advisory |
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| October 15, 2021 |
EX-10.5 10 d214992dex105.htm EX-10.5 Exhibit 10.5 AMERICAN NATIONAL BANK & TRUST LOAN AGREEMENT This loan Agreement (this “Agreement”) is made and entered into to be effective as of March 10, 2021, by and between AMERICAN NATIONAL BANK & TRUST (“Lender”) and THIRD COAST BANCSHARES, INC., a Texas corporation (“Borrower”). Borrower has applied to Lender for a loan (“Loan”) in an amount of up to $30, |
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| October 15, 2021 |
Exhibit 10.8 SHOPPING CENTER LEASE AGREEMENT THE STATE OF TEXAS ? COUNTY OF JEFFERSON ? This Lease Agreement is made and entered into this the 20th day of March 2009, by and between Oaks Shopping Center Venture, LP ? a Texas limited partnership, hereinafter called Owner, and Third Coast Bank, SSB, hereinafter called Tenant. In consideration of the mutual covenants and agreements herein set forth, |
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| October 15, 2021 |
Exhibit 3.2 FIRST AMENDED AND RESTATED BYLAWS OF THIRD COAST BANCSHARES, INC. A TEXAS CORPORATION TABLE OF CONTENTS ARTICLE I - OFFICES 5 Section 1.1. Principal Office and Registered Agent 5 Section 1.2. Other Offices 5 ARTICLE II - SHAREHOLDERS 5 Section 2.1. Annual Meeting 5 Section 2.2. Special Meetings 5 Section 2.3. Notice of Meetings 5 Section 2.4. Place of Meetings 6 Section 2.5. Procedure |
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| October 15, 2021 |
Exhibit 10.20 THIRD COAST BANCSHARES, INC. 2017 NON-EMPLOYEE DIRECTOR STOCK OPTION PLAN STOCK OPTION AGREEMENT This Stock Option Agreement (this “Agreement”) is made and entered into as of the Date of Grant set forth below (the “Date Of Grant”) by and between Third Coast Bancshares, Inc., a Texas corporation and registered bank holding company (the “Company”), and the individual named below (“Opti |
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| October 15, 2021 |
Exhibit 10.16 THIRD COAST BANK, SSB SALARY CONTINUATION AGREEMENT THIS SALARY CONTINUATION AGREEMENT (this “Agreement”) is made by and between Third Coast Bank, SSB, Humble, Texas, a Texas banking association (the “Bank”), or any other successor, transferee, or assignees, and Bart Caraway (the “Executive’’). INTRODUCTION To encourage the Executive to remain an employee of the Bank, the Bank is wil |
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| October 15, 2021 |
Exhibit 10.6 SUBORDINATED NOTE PURCHASE AGREEMENT $11.0 Million Subordinated Promissory Notes This Subordinated Note Purchase Agreement (this ?Agreement?), dated as of July 29, 2020, is entered into by and among Third Coast Bancshares, Inc., a Texas corporation (the ?Company?), and Carl A. and Lois E. Davis (the ?Purchasers?). WHEREAS, subject to the terms and conditions set forth herein, the Comp |
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| October 15, 2021 |
EX-10.11 16 d214992dex1011.htm EX-10.11 Exhibit 10.11 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this “Agreement”) is entered into as of June 23, 2020 by and between John McWhorter (“Executive”) and Third Coast Bank, SSB, a Texas state savings bank (the “Bank” or “Company”). WHEREAS, the Bank desires to employ Executive on the terms and conditions set forth herein; WHEREAS, Executive desires |
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| October 15, 2021 |
Exhibit 10.18 EXECUTION VERSION SEPARATION AGREEMENT This Separation Agreement (this ?Agreement?) is made and entered into effective as of December 31, 2019, by and among Dennis Bonnen (?EXECUTIVE?), and Heritage Bank (?BANK?). EXECUTIVE and BANK are sometimes referred to herein as a ?party? and collectively as the ?parties.? EXECUTIVE understands that in order to receive the consideration set for |
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| October 15, 2021 |
Exhibit 3.1 FIRST AMENDED AND RESTATED CERTIFICATE OF FORMATION OF THIRD COAST BANCSHARES, INC. ARTICLE I The name of the corporation shall be Third Coast Bancshares, Inc. (the ?Corporation?). ARTICLE II The Corporation is a for-profit corporation. ARTICLE III The address of the home office of the Corporation shall be 20202 Highway 59 North, Suite 190, Humble, Harris County, Texas 77338. The addre |
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| October 15, 2021 |
Employment Agreement between Third Coast Bank, SSB and Donald Legato Exhibit 10.10 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this ?Agreement?) is entered into as of June 23, 2020 by and between Donald Legato (?Executive?) and Third Coast Bank, SSB, a Texas state savings bank (the ?Bank? or ?Company?). WHEREAS, the Bank desires to employ Executive on the terms and conditions set forth herein; WHEREAS, Executive desires to be employed by the Bank on such terms |
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| October 15, 2021 |
EX-10.12 17 d214992dex1012.htm EX-10.12 Exhibit 10.12 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this “Agreement”) is entered into as of June 23, 2020 by and between Bart O. Caraway (“Executive”) and Third Coast Bank, SSB, a Texas state savings bank. (the “Bank’’ or ‘‘Company”), and solely for the purposes of Section 2.1 of this Agreement, this Agreement is joined by Third Coast Bancshares, I |
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| October 15, 2021 |
Exhibit 10.13 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this ?Agreement?) is entered into as of June 23, 2020 by and between Audrey Duncan (?Executive?) and Third Coast Bank, SSB, a Texas state savings bank (the ?Bank? or ?Company?). WHEREAS, the Bank desires to employ Executive on the terms and conditions set forth herein; WHEREAS, Executive desires to be employed by the Bank on such terms |
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| October 15, 2021 |
Exhibit 10.21 THIRD COAST BANCSHARES, INC. 2019 OMNIBUS INCENTIVE PLAN FORM OF STOCK OPTION AWARD GRANT NOTICE Third Coast Bancshares, Inc. (the ?Company?), pursuant to its 2019 Omnibus Incentive Plan (as amended from time to time, the ?Plan?), hereby grants to the individual listed below (the ?Participant?), an option (the ?Option?) to purchase the number of shares set forth below of the Company? |
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| October 15, 2021 |
Exhibit 10.23 THIRD COAST BANCSHARES, INC. 2019 OMNIBUS INCENTIVE PLAN NOTICE OF GRANT OF RESTRICTED STOCK Pursuant to the terms and conditions of the Third Coast Bancshares, Inc. 2019 Omnibus Incentive Plan, attached as Appendix A (the ?Plan?), and the associated Restricted Stock Award Agreement, attached as Appendix B (the ?Agreement?), you are hereby awarded shares of the Company?s common stock |
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| September 28, 2021 |
Table of Contents As confidentially submitted to the Securities and Exchange Commission on September 28, 2021. |
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| September 28, 2021 |
September 28, 2021 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| August 12, 2021 |
Table of Contents As confidentially submitted to the Securities and Exchange Commission on August 12, 2021. |
