PB · Prosperity Bancshares, Inc.

Prosperity Bancshares and Stellar Bancorp announced the receipt of all necessary regulatory approvals for their pending merger, marking a critical milestone in the transaction first agreed upon on January 27, 2026. The Federal Reserve Bank of Dallas granted a waiver of prior approval for the holding company merger, while the FDIC and Texas Department of Banking approved the subsequent bank merger of Stellar Bank into Prosperity Bank. With regulatory hurdles cleared, the focus shifts to Stellar shareholders, who will vote on the Merger Agreement at a special meeting on May 27, 2026. Closing remains targeted for on or about July 1, 2026, contingent on shareholder approval and other standard conditions. This progress de-risks the deal significantly for Prosperity investors, advancing strategic consolidation in Texas and Oklahoma banking markets. Prosperity, a $38.463 billion institution as of December 31, 2025, operates 312 locations, while Stellar focuses on Houston, Dallas, and Beaumont. The merger involves issuance of Prosperity common stock, as noted in the effective S-4 registration statement (File No. 333-294882), with proxy materials mailing around April 23, 2026. Forward-looking risks include shareholder rejection, integration challenges, and economic conditions, but receipt of all approvals positions the transaction for potential completion soon.