{"schema_version":"secwatch.filing_event.v1","accession":"0001437749-26-000650","form_type":"8-K","ticker":"ISTR","cik":"0001602658","company_name":"Investar Holding Corp","filed_at":"2026-01-06T23:59:59+00:00","discovered_at":"2026-05-14T18:02:35.604576+00:00","generated_at":"2026-05-16T11:32:23.848468+00:00","sec_items":["2.01","2.03","5.02","8.01","9.01"],"event_type":"m_and_a","sentiment":"positive","materiality_score":0.85,"calibrated_materiality_score":0.85,"confidence":"high","headline":"Investar completes $112.9M acquisition of Wichita Falls Bancshares, adds $1.2B assets","bullets":["Aggregate consideration: 3,955,334 shares of ISTR common stock + $7.2M cash, total $112.9M.","First National Bank had $1.2B total assets, $1.0B net loans, $1.0B deposits as of Dec 31, 2025.","Assumed $9.3M in junior subordinated debentures (SOFR+3.1%, maturing 2033) and a $10M TIB note.","David Flack and James Dunkerley appointed to the boards of Investar and Investar Bank.","CEO says deal expands into north Dallas and Wichita Falls markets; aligns with multi-state strategy."],"urls":{"canonical":"https://secwatch.observer/filing/0001437749-26-000650","json":"https://secwatch.observer/filing/0001437749-26-000650.json","markdown":"https://secwatch.observer/filing/0001437749-26-000650.md","text":"https://secwatch.observer/filing/0001437749-26-000650.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1602658/000143774926000650/0001437749-26-000650-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1602658/000143774926000650/istr20251230_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-16T11:32:23.848468+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"79e23640ef28a37174b80374b0bdb77e402fcb9a","claim":"Investar Holding Corp incurred senior notes of $9.3 million at three-month SOFR rate plus 3.1% maturing June 26, 2033.","evidence_excerpt":"Investar assumed WFB’s obligations with respect to an aggregate principal amount of $9.3 million of junior subordinated debentures (the “Debentures”) underlying $9.0 million in aggregate liquidation amount of trust preferred securities, comprised of (i) $6,186,000 in aggregate principal amount issued to Wichita Falls Statutory Trust I and (ii) $3,093,000 in aggregate principal amount issued to Chico Statutory Trust I.","evidence_source":"SEC 8-K Item 2.03/2.04","evidence_url":"https://www.sec.gov/Archives/edgar/data/1602658/000143774926000650/0001437749-26-000650-index.htm","confidence":0.9},{"claim_id":"fcc72c5d0153ade4b112ad67cc59348dad869a8f","claim":"Investar Holding Corp incurred loan of $10.0 million with TIB, N.A. at Wall Street Journal prime rate.","evidence_excerpt":"Investar assumed WFB’s obligations on an unsecured basis with respect to a $10.0 million note to TIB, N.A.","evidence_source":"SEC 8-K Item 2.03/2.04","evidence_url":"https://www.sec.gov/Archives/edgar/data/1602658/000143774926000650/0001437749-26-000650-index.htm","confidence":0.9},{"claim_id":"91e31d585ffa289a7cce3e4d393dbaca76d5ef1c","claim":"Investar Holding Corp completed an acquisition involving Wichita Falls Bancshares, Inc. for 3,955,334 shares of common stock and $7.2 million in cash (closed 2026-01-01).","evidence_excerpt":"the merger of First National Bank with and into Investar Bank, with Investar Bank as the surviving bank. Under the terms of the Merger Agreement, Investar issued an aggregate of 3,955,334 shares of its common stock and $7.2 million in cash to the shareholders of WFB as consideration for the exchange of their shares of WFB common stock. The foregoing description of","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/1602658/000143774926000650/0001437749-26-000650-index.htm","confidence":0.99}],"comparable_filings":[{"accession":"0001193125-26-213462","ticker":"EWCZ","company_name":"European Wax Center, Inc.","filed_at":"2026-05-08T23:59:59+00:00","headline":"European Wax Center completes take-private by General Atlantic at $5.80/share; stock delisted","event_type":"m_and_a","sec_items":["1.01","1.02","2.01","2.03","3.01","3.03","5.02","5.03","5.01","8.01","9.01"],"materiality_score":0.85,"calibrated_materiality_score":0.85,"match_reasons":["same fact type: debt_financing, ma_transaction","same SEC item: 2.01, 2.03, 5.02, 8.01, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-213462","json":"https://secwatch.observer/filing/0001193125-26-213462.json","markdown":"https://secwatch.observer/filing/0001193125-26-213462.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1856236/000119312526213462/0001193125-26-213462-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1856236/000119312526213462/d137291d8k.htm"},"side_by_side_evidence":{"fact_type":"debt_financing","source_excerpt":"Investar assumed WFB’s obligations with respect to an aggregate principal amount of $9.3 million of junior subordinated debentures (the “Debentures”) underlying $9.0 million in aggregate liquidation amount of trust preferred securities, comprised of (i) $6,186,000 in aggregate principal amount issued to Wichita Falls Statutory Trust I and (ii) $3,093,000 in aggregate principal amount issued to Chico Statutory Trust I.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1602658/000143774926000650/0001437749-26-000650-index.htm","comparable_excerpt":"up to $40,000,000 aggregate principal amount of the Series 2026-1 Variable Funding Senior Secured Notes, Class A-1","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1856236/000119312526213462/0001193125-26-213462-index.htm"}},{"accession":"0001193125-26-251758","ticker":"OCFC","company_name":"OCEANFIRST FINANCIAL CORP","filed_at":"2026-06-01T21:19:28+00:00","headline":"OceanFirst closes acquisition of Flushing Financial; issues shares to Warburg Pincus","event_type":"m_and_a","sec_items":["1.01","3.02","2.01","2.03","3.03","5.02","5.03","7.01","9.01"],"materiality_score":0.9,"calibrated_materiality_score":0.9,"match_reasons":["same fact type: debt_financing, ma_transaction","same SEC item: 2.01, 2.03, 5.02, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-251758","json":"https://secwatch.observer/filing/0001193125-26-251758.json","markdown":"https://secwatch.observer/filing/0001193125-26-251758.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1004702/000119312526251758/0001193125-26-251758-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1004702/000119312526251758/d145829d8k.htm"},"side_by_side_evidence":{"fact_type":"debt_financing","source_excerpt":"Investar assumed WFB’s obligations with respect to an aggregate principal amount of $9.3 million of junior subordinated debentures (the “Debentures”) underlying $9.0 million in aggregate liquidation amount of trust preferred securities, comprised of (i) $6,186,000 in aggregate principal amount issued to Wichita Falls Statutory Trust I and (ii) $3,093,000 in aggregate principal amount issued to Chico Statutory Trust I.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1602658/000143774926000650/0001437749-26-000650-index.htm","comparable_excerpt":"$65,000,000 in aggregate principal amount of 6.000% Fixed-to-Floating Rate Subordinated Notes due 2032","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1004702/000119312526251758/0001193125-26-251758-index.htm"}},{"accession":"0001193125-26-251752","ticker":null,"company_name":"Enviri II Corp","filed_at":"2026-06-01T21:18:36+00:00","headline":"New Enviri completes spin-off; starts trading June 2 under NVRI; ~$1.2B revenue, ~$140M EBITDA","event_type":"m_and_a","sec_items":["1.01","2.03","3.03","5.03","5.01","5.02","5.05","7.01","9.01"],"materiality_score":0.9,"calibrated_materiality_score":0.9,"match_reasons":["same fact type: debt_financing, ma_transaction","same SEC item: 2.03, 5.02, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-251752","json":"https://secwatch.observer/filing/0001193125-26-251752.json","markdown":"https://secwatch.observer/filing/0001193125-26-251752.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/2104052/000119312526251752/0001193125-26-251752-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/2104052/000119312526251752/d258410d8k.htm"},"side_by_side_evidence":{"fact_type":"debt_financing","source_excerpt":"Investar assumed WFB’s obligations with respect to an aggregate principal amount of $9.3 million of junior subordinated debentures (the “Debentures”) underlying $9.0 million in aggregate liquidation amount of trust preferred securities, comprised of (i) $6,186,000 in aggregate principal amount issued to Wichita Falls Statutory Trust I and (ii) $3,093,000 in aggregate principal amount issued to Chico Statutory Trust I.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1602658/000143774926000650/0001437749-26-000650-index.htm","comparable_excerpt":"The Credit Agreement provides for (i) a revolving credit facility in an aggregate principal amount of $152.0 million (such facility, the “Revolving Credit Facility”)","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/2104052/000119312526251752/0001193125-26-251752-index.htm"}},{"accession":"0001193125-26-251442","ticker":"RPAY","company_name":"Repay Holdings Corp","filed_at":"2026-06-01T20:14:04+00:00","headline":"REPAY closes $372M acquisition of KUBRA, funded with new $500M term loan","event_type":"m_and_a","sec_items":["1.01","2.01","1.02","9.01","2.03","7.01"],"materiality_score":0.85,"calibrated_materiality_score":0.85,"match_reasons":["same fact type: debt_financing, ma_transaction","same SEC item: 2.01, 2.03, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-251442","json":"https://secwatch.observer/filing/0001193125-26-251442.json","markdown":"https://secwatch.observer/filing/0001193125-26-251442.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1720592/000119312526251442/0001193125-26-251442-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1720592/000119312526251442/rpay-20260601.htm"},"side_by_side_evidence":{"fact_type":"debt_financing","source_excerpt":"Investar assumed WFB’s obligations with respect to an aggregate principal amount of $9.3 million of junior subordinated debentures (the “Debentures”) underlying $9.0 million in aggregate liquidation amount of trust preferred securities, comprised of (i) $6,186,000 in aggregate principal amount issued to Wichita Falls Statutory Trust I and (ii) $3,093,000 in aggregate principal amount issued to Chico Statutory Trust I.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1602658/000143774926000650/0001437749-26-000650-index.htm","comparable_excerpt":"The Credit Agreement provides for (i) a senior secured first lien term loan facility in an aggregate principal amount of $500.0 million (the “Term Loan Facility”) and (ii) a senior secured first lien revolving credit facility in an aggregate principal amount of $100.0 million","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1720592/000119312526251442/0001193125-26-251442-index.htm"}},{"accession":"0001193125-26-210245","ticker":"VSEC","company_name":"VSE CORP","filed_at":"2026-05-07T23:59:59+00:00","headline":"VSE completes $2.025B acquisition of Precision Aviation Group; 2025 revenue pro forma +50%","event_type":"m_and_a","sec_items":["2.01","1.01","2.03","7.01","9.01"],"materiality_score":0.85,"calibrated_materiality_score":0.85,"match_reasons":["same fact type: debt_financing, ma_transaction","same SEC item: 2.01, 2.03, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-210245","json":"https://secwatch.observer/filing/0001193125-26-210245.json","markdown":"https://secwatch.observer/filing/0001193125-26-210245.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/102752/000119312526210245/0001193125-26-210245-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/102752/000119312526210245/d115996d8k.htm"},"side_by_side_evidence":{"fact_type":"debt_financing","source_excerpt":"Investar assumed WFB’s obligations with respect to an aggregate principal amount of $9.3 million of junior subordinated debentures (the “Debentures”) underlying $9.0 million in aggregate liquidation amount of trust preferred securities, comprised of (i) $6,186,000 in aggregate principal amount issued to Wichita Falls Statutory Trust I and (ii) $3,093,000 in aggregate principal amount issued to Chico Statutory Trust I.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1602658/000143774926000650/0001437749-26-000650-index.htm","comparable_excerpt":"(ii) an upsize to the Company's existing senior secured revolving credit facility from $400.0 million to $500.0 million","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/102752/000119312526210245/0001193125-26-210245-index.htm"}},{"accession":"0001193125-26-251765","ticker":"FFIC","company_name":"FLUSHING FINANCIAL CORP","filed_at":"2026-06-01T21:21:30+00:00","headline":"OceanFirst completes acquisition of Flushing Financial; FFIC holders receive 0.85 OCFC shares","event_type":"m_and_a","sec_items":["2.01","3.01","3.03","5.01","5.02","9.01"],"materiality_score":0.85,"calibrated_materiality_score":0.85,"match_reasons":["same fact type: ma_transaction","same SEC item: 2.01, 5.02, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-251765","json":"https://secwatch.observer/filing/0001193125-26-251765.json","markdown":"https://secwatch.observer/filing/0001193125-26-251765.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/923139/000119312526251765/0001193125-26-251765-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/923139/000119312526251765/d135457d8k.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"the merger of First National Bank with and into Investar Bank, with Investar Bank as the surviving bank. Under the terms of the Merger Agreement, Investar issued an aggregate of 3,955,334 shares of its common stock and $7.2 million in cash to the shareholders of WFB as consideration for the exchange of their shares of WFB common stock. The foregoing description of","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1602658/000143774926000650/0001437749-26-000650-index.htm","comparable_excerpt":"of Flushing (“ Flushing Common Stock ”) issued and outstanding immediately prior to the Effective Time, subject to certain exceptions, was converted into the right to receive 0.85 of a share (the “ Exchange Ratio ”) of common stock, par value $0.01 per share, of OceanFirst (“ OceanFirst Common Stock ” and such consideration, the “ Merger Consideration ”).","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/923139/000119312526251765/0001193125-26-251765-index.htm"}},{"accession":"0001574085-26-000093","ticker":"BHR","company_name":"Braemar Hotels & Resorts Inc.","filed_at":"2026-06-01T20:11:33+00:00","headline":"Braemar completes sale of Park Hyatt Beaver Creek for $176M; repays $86.25M convertible notes","event_type":"m_and_a","sec_items":["2.01","7.01","8.01","9.01"],"materiality_score":0.75,"calibrated_materiality_score":0.75,"match_reasons":["same fact type: ma_transaction","same SEC item: 2.01, 8.01, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001574085-26-000093","json":"https://secwatch.observer/filing/0001574085-26-000093.json","markdown":"https://secwatch.observer/filing/0001574085-26-000093.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1574085/000157408526000093/0001574085-26-000093-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1574085/000157408526000093/bhr-20260526.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"the merger of First National Bank with and into Investar Bank, with Investar Bank as the surviving bank. Under the terms of the Merger Agreement, Investar issued an aggregate of 3,955,334 shares of its common stock and $7.2 million in cash to the shareholders of WFB as consideration for the exchange of their shares of WFB common stock. The foregoing description of","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1602658/000143774926000650/0001437749-26-000650-index.htm","comparable_excerpt":"On May 26, 2026, Ashford BC LP and Ashford TRS BC LLC (together “Seller”), indirect subsidiaries of Braemar Hotels & Resorts Inc. (the “Company”), completed the sale of the Park Hyatt Beaver Creek Resort & Spa located in Avon, Colorado (the “Hotel”) pursuant to an Agreement of Purchase and Sale, dated as of April 27, 2026, by and among Seller and Apres Owner, LLC, as purchaser, for $176 million in cash, subject to customary pro-rations and adjustments.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1574085/000157408526000093/0001574085-26-000093-index.htm"}},{"accession":"0000821130-26-000040","ticker":"AD","company_name":"ARRAY DIGITAL INFRASTRUCTURE, INC.","filed_at":"2026-06-01T20:09:49+00:00","headline":"Array closes $1.0B spectrum sale to Verizon; declares $11 special dividend","event_type":"m_and_a","sec_items":["2.01","8.01","9.01"],"materiality_score":0.85,"calibrated_materiality_score":0.85,"match_reasons":["same fact type: ma_transaction","same SEC item: 2.01, 8.01, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0000821130-26-000040","json":"https://secwatch.observer/filing/0000821130-26-000040.json","markdown":"https://secwatch.observer/filing/0000821130-26-000040.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/821130/000082113026000040/0000821130-26-000040-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/821130/000082113026000040/ad-20260601.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"the merger of First National Bank with and into Investar Bank, with Investar Bank as the surviving bank. Under the terms of the Merger Agreement, Investar issued an aggregate of 3,955,334 shares of its common stock and $7.2 million in cash to the shareholders of WFB as consideration for the exchange of their shares of WFB common stock. The foregoing description of","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1602658/000143774926000650/0001437749-26-000650-index.htm","comparable_excerpt":"The purchase price received by Array at the Closing was $1.0 billio n, paid in cash. \n\n--- EX-99.1 (EX-99.1) ---\n\nArray completes sale of select spectrum assets to Verizon for $1.0 billion Board declares special dividend of $11.00 per share CHICAGO (June 1, 2026) – Array Digital Infrastructure, Inc. (NYSE: AD) (Array SM ) today announced the successful closing of","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/821130/000082113026000040/0000821130-26-000040-index.htm"}}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}