TCBX · Third Coast Bancshares, Inc.

This Form 8-K/A amends a previous filing to include the audited financial statements of Keystone Bancshares, Inc. and pro forma financial information related to Third Coast Bancshares' acquisition of Keystone. The inclusion of these exhibits provides investors with the necessary financial transparency regarding the target company and the financial impact of the combination. Keystone Bancshares demonstrated solid performance in 2025, with net interest income increasing to $35.3 million from $28.6 million in the prior year. However, net income decreased slightly to $6.25 million from $6.90 million, primarily due to a significantly higher provision for credit losses of $5.6 million compared to $0.9 million in 2024. The pro forma combined balance sheet illustrates the scale achieved through the transaction, with total assets increasing to $6.35 billion and total deposits reaching $5.49 billion. The transaction is valued at approximately $119.2 million, structured as a mix of stock and cash. The pro forma adjustments reveal an estimated goodwill of $17.7 million, reflecting the premium paid over the fair value of Keystone's net identifiable assets. This acquisition appears strategically aligned to expand Third Coast's market presence in Texas, leveraging Keystone's existing branch network in Austin and surrounding areas.