Prosperity Bancshares Files 8-K

TL;DR

PB filed a routine 8-K, confirming HQ and NYSE listing. No major news.

AI Summary

Prosperity Bancshares, Inc. filed an 8-K on October 1, 2025, reporting its current information. The filing confirms the company's principal executive offices are located at 4295 San Felipe, Houston, Texas 77027, and its common stock trades under the symbol PB on the New York Stock Exchange. No specific financial transactions or material events were detailed in this particular filing.

Why It Matters

This 8-K filing serves as a standard corporate disclosure, confirming basic company information and stock exchange listing for investors and regulatory bodies.

Risk Assessment

Risk Level: low — This filing is a routine disclosure of corporate information and does not contain any new material events or financial data that would indicate increased risk.

Key Players & Entities

• PROSPERITY BANCSHARES, INC. (company) — Registrant
• New York Stock Exchange (company) — Exchange where common stock is registered
• PB (company) — Trading symbol for common stock
• October 1, 2025 (date) — Date of earliest event reported
• 4295 San Felipe, Houston, Texas 77027 (location) — Address of principal executive offices

FAQ

Key Financial Figures

• $1.00 — ch registered Common stock, par value $1.00 per share PB New York Stock Exchang

Filing Documents

• pb-20251001.htm (8-K) — 71KB
• pb-ex99_1.htm (EX-99.1) — 26KB
• pb-ex99_2.htm (EX-99.2) — 48KB
• img99541940_0.jpg (GRAPHIC) — 50KB
• img99541940_1.jpg (GRAPHIC) — 43KB
• pb-ex99_1s1.jpg (GRAPHIC) — 225KB
• pb-ex99_1s2.jpg (GRAPHIC) — 1345KB
• pb-ex99_1s3.jpg (GRAPHIC) — 425KB
• pb-ex99_1s4.jpg (GRAPHIC) — 459KB
• pb-ex99_1s5.jpg (GRAPHIC) — 612KB
• pb-ex99_1s6.jpg (GRAPHIC) — 506KB
• pb-ex99_1s7.jpg (GRAPHIC) — 458KB
• pb-ex99_1s8.jpg (GRAPHIC) — 403KB
• pb-ex99_1s9.jpg (GRAPHIC) — 581KB
• pb-ex99_1s10.jpg (GRAPHIC) — 471KB
• pb-ex99_1s11.jpg (GRAPHIC) — 733KB
• pb-ex99_1s12.jpg (GRAPHIC) — 746KB
• pb-ex99_1s13.jpg (GRAPHIC) — 271KB
• 0001193125-25-225797.txt ( ) — 10370KB
• pb-20251001.xsd (EX-101.SCH) — 29KB
• pb-20251001_htm.xml (XML) — 4KB

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure. On October 1, 2025, Prosperity Bancshares, Inc. ("Prosperity"), a Texas corporation and parent company of Prosperity Bank, El Campo, Texas, posted on the Investor Relations page of its internet website a slide presentation related to its proposed acquisition of Southwest Bancshares, Inc., as described in Item 8.01 below. A copy of the slide presentation is furnished as Exhibit 99.1 to this Current Report on Form 8-K. The foregoing description is qualified in its entirety by reference to such exhibit. Prosperity is not undertaking to update this presentation. As provided in General Instruction B.2 to Form 8-K, the information furnished in Item 7.01 and Exhibit 99.1 of this Current Report on Form 8-K shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, and such information shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

01 Other Events

Item 8.01 Other Events. Acquisition of Southwest Bancshares, Inc. On October 1, 2025, Prosperity issued a press release announcing that it had entered into a definitive merger agreement (the "Merger Agreement") with Southwest Bancshares, Inc. ("Southwest"), a Texas corporation and bank holding company of Texas Partners Bank, a Texas banking association, pursuant to the terms and subject to conditions of which, Southwest will merge with and into Prosperity. On the terms and subject to the conditions of the Merger Agreement, all outstanding stock and restricted stock awards of Southwest will be converted into the right to receive an aggregate of 4,062,520 shares of Prosperity common stock (or cash in lieu of any fractional share), subject to certain potential adjustments as described in the Merger Agreement, and any outstanding Southwest stock option or warrant will be converted into a cash payment. The transaction is subject to customary closing conditions, including the receipt of regulatory approvals and approval by the shareholders of Southwest. The transaction is expected to close during the first quarter of 2026. A copy of Prosperity's press release announcing the transaction is attached hereto as Exhibit 99.2, and the information contained therein is incorporated herein by reference.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Description of Exhibit 99.1 Investor Presentation dated October 1, 2025. 99.2 Joint Press Release issued by Prosperity Bancshares, Inc. and Southwest Bancshares, Inc. dated October 1, 2025. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). Cautionary Notes on Forward Looking Statements This Current Report on Form 8-K contains statements regarding the proposed transactions between (1) Prosperity Bancshares, Inc. ("Prosperity") and Southwest Bancshares, Inc. ("Southwest") and (2) Prosperity and American Bank Holding Corporation ("American"); future financial and operating results; benefits and synergies of the transactions; future opportunities for Prosperity; the issuances of common stock of Prosperity contemplated by the Agreement and Plan of Merger by and between Prosperity and Southwest (the "Prosperity/Southwest Merger Agreement") and the Agreement and Plan of Merger by and between Prosperity and American (the "Prosperity/American Merger Agreement" and, together with the Prosperity/Southwest Merger Agreement, the "Merger Agreements"); in connection with the proposed transaction between Prosperity and Southwest, the expected filing by Prosperity with the Securities and Exchange Commission (the "SEC") of a registration statement on Form S-4 (the "Prosperity/Southwest Registration Statement") and a prospectus of Prosperity and a proxy statement of Southwest to be included therein (the "Prosperity/Southwest Proxy Statement/Prospectus"); in connection with the proposed transaction between Prosperity and American, a registration statement on Form S-4 (the "Prosperity/American Registration Statement" and, together with the Prosperity/Southwest Registration Statement, the "Registration Statements") and a preliminary prospectus of Prosperity and a proxy statement of American included therein (the "Prosperity/American Proxy Statement/ Prospectus"

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. PROSPERITY BANCSHARES, INC. (Registrant) Dated: October 1, 2025 By: /s/ Charlotte M. Rasche Name: Charlotte M. Rasche Title: Executive Vice President and General Counsel 5

View Full Filing

View this 8-K filing on SEC EDGAR