Prnewswire·2026-01-28 11:30Core Viewpoint - Prosperity Bancshares, Inc. has announced a definitive merger agreement to acquire Stellar Bancorp, Inc., which will create the second largest bank by deposits headquartered in Texas, enhancing their market presence and operational scale [1][5][7]. Company Overview - Prosperity Bancshares, Inc. is a regional financial holding company based in Houston, Texas, with total assets of $38.463 billion as of December 31, 2025, providing a range of banking services across Texas and Oklahoma [11]. - Stellar Bancorp, Inc. operates Stellar Bank, which has total assets of $10.807 billion, total loans of $7.301 billion, and total deposits of $9.021 billion as of December 31, 2025 [1][13]. Merger Details - Under the merger agreement, Prosperity will issue 0.3803 shares of its common stock and $11.36 in cash for each outstanding share of Stellar common stock, valuing the total consideration at approximately $2.002 billion based on Prosperity's closing price of $72.90 on January 27, 2026 [2]. - The merger has been unanimously approved by the Boards of Directors of both companies and is expected to close in the second quarter of 2026, pending regulatory approvals and shareholder consent [7]. Leadership Changes - Following the merger, Robert R. Franklin, Jr. will join Prosperity Bank as Vice Chairman, and Ramon Vitulli will become Houston Area Chairman, with additional Stellar management retaining leadership roles in the combined organization [3][4]. Strategic Rationale - The merger is expected to create a stronger banking franchise in Texas, enhancing the ability to serve customers with greater scale and expanded capabilities, while also maintaining a commitment to community banking [5][6].