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HOME BANCSHARES INC

For the period ended Dec 31, 2025. Filed Feb 27, 2026.

View on SEC.gov

About this filing

What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

Dec 31, 2025 · Filed Feb 27, 2026

HOMB$29.86-0.7%Stored close · as of Nov 6, 2026
See the whole filing, with its images and exhibits
Contents

Proxy Summary

HOME BANCSHARES, INC.

719 Harkrider Street, Suite 100

Conway, Arkansas 72032

(501) 339-2929

Internet Site: www.homebancshares.com

Proxy Summary

This summary highlights selected information contained elsewhere in this Proxy Statement. This summary does not contain all of the information you should consider, and you should read the entire Proxy Statement carefully before voting. For more complete information regarding our 2025 performance, please review our 2025 Annual Report on Form 10-K, which accompanies this document.

The Annual Meeting
Date:April 16, 2026
Time:10:00 a.m. CST
Location:Home BancShares, Inc. Corporate Office, 719 Harkrider Street, Conway, Arkansas
Record Date:February 12, 2026
Number Shares Outstanding and Entitled to Vote:196,674,178
Voting Matters and Board Recommendations
Matter · BoardRecommendation · PageReference
Proposal 1.Election of Directors.To elect the 14 nominees listed in this Proxy Statement as directors for a term of one year.ü FOReach nominee10
Proposal 2.Advisory (Non-Binding) Vote on Executive Compensation.To approve, on an advisory (non-binding) basis, the Company’s compensation of its named executive officers.ü FOR57
Proposal 3.Ratification of Appointment of Independent Registered Public Accountants.To ratify the appointment of Forvis Mazars, LLP as the Company’s independent registered public accounting firm for the next fiscal year.ü FOR58
1www.homebancshares.com

Proxy Summary

Home BancShares Performance Highlights

Record Revenue, Earnings and Book Value

Our bank subsidiary, Centennial Bank, provides a broad range of commercial and retail banking plus related financial services to businesses, real estate developers, investors, individuals and municipalities. Centennial Bank has branch locations in Arkansas, Florida, Texas, South Alabama, and New York City. Through our community banking philosophy, we are dedicated to consistently exceeding the expectations of our customers, shareholders and bankers while enriching the communities we serve. Home BancShares, Inc. has consistently been recognized as one of the nation’s top-performing bank holding companies for 12 consecutive years. For the year ended December 31, 2025, the Company exceeded $1.0 billion in total revenue while reporting record net income of $475.4 millionand earnings per share of $2.41. Our continued strong performance is reflected in the following annual metrics that represent Company records in 2025:

Record Annual Metrics12/31/2025
Total Loans$15.69 billion
Total Stockholders' Equity$4.30 billion
Net Income$475.4 million
Diluted Earnings Per Common Share$2.41
Basic Earnings Per Common Share$2.41
Dividends Per Share - Common$0.805
Book Value Per Common Share$21.88
Tangible Book Value Per Common Share (non-GAAP)(1)$14.60
Return on Average Assets2.10%
Total Revenue (net)$1.09 billion
Pre-tax Net Income, Excluding Provision for Credit Losses and Unfunded Commitment Expense (PPNR) (non-GAAP)(1)$632.7 million
Common Equity to Assets18.78%
(1) Non-GAAP financial measure. See Appendix A to this Proxy Statement for further information and a reconciliation to the most directly comparable GAAP financial measure.
www.homebancshares.com2

Proxy Summary

Executive Compensation Highlights

Our compensation policies and practices are designed to align the interests of our employees with the interests of our shareholders. We seek to attract, retain, incent, and reward individuals who contribute to our long-term success. We strive to link pay to Company performance for all executive officers, including our Chairman and CEO.

ü A majority of our Chairman and CEO’s compensation consists of equity awards and is therefore at risk and aligned with our shareholders’ interests. Our Chairman and CEO remains the largest individual shareholder of the Company.

ü Two-thirds of the Chairman and CEO’s annual equity-based compensation is subject to predetermined relative performance metrics compared to a peer group and measured annually over a 3-year performance period.

ü Our Executive Incentive Plan allows our named executive officers to earn short-term incentive compensation based on predetermined performance metrics and goals, including a mix of absolute and relative performance targets compared to a peer group.

ü Our performance measures reflect key financial performance indicators that we believe drive value to our shareholders.

ü Compensation to our Chairman and CEO is aligned with Company performance.

ü Our cash and equity incentive programs, including the 2022 Equity Incentive Plan, contain meaningful clawback features and are subject to our Clawback Policy adopted in accordance with NYSE listing rules.

ü We utilize a performance peer group of U.S. banks and bank holding companies with $10 billion to $50 billion in total assets for our cash and equity incentive programs.

Environmental, Social and Governance Highlights

As a customer- and community-focused bank, Home BancShares and Centennial Bank are committed to delivering on each of our core values while balancing the interests of our shareholders, our communities and, of course, our customers. Community involvement is a core focus for our Company. In the communities we serve, we support our schools, neighborhoods, cities and towns by volunteering for local boards and committees, grilling thousands of hamburgers and hot dogs, donating millions of dollars and investing in financial education opportunities that will affect those we serve. In our Company, we strive to build a talent-focused culture, one which is inclusive and provides opportunities for employees from all backgrounds to grow internally and succeed. Throughout our daily operations we seek ways to reduce our impact on the environment by eliminating or reducing the use of paper statements and documents where possible and utilizing energy-saving features in many of our offices and bank branches. We are also committed to maintaining high standards of corporate governance. Strong corporate governance practices help us achieve our performance goals and maintain the trust and confidence of our shareholders, employees and other constituents. As we move forward, we will continue to focus on our core values and incorporate innovative methods to reach our environmental, social responsibility and governance goals and continue to earn the trust of our shareholders.

Highlights of our commitments in these areas are provided below. Please visit https://www.my100bank.com/community-involvement/ to learn more about how our values come to life in our Corporate Social Responsibility Report.

Environmental

ü We regularly encourage our customers to sign up to receive statements and notices electronically through the use of E-statements and E-notices and to take advantage of our online and mobile banking services. As of December 31, 2025:

v 63.7% of checking accounts and 56.9% of savings accounts of our customers are enrolled in E-notices.

v 68.0% of checking accounts and 69.9% of savings accounts of our customers are enrolled in E-statements.

v We delivered an estimated 951,193 E-notices and 3.3 million E-statements during 2025.

ü We encourage our employees to reduce their use of paper documents where possible and to receive tax documents through the use of E-tax forms.

ü We have implemented a policy that 100% of our shredded paper is recycled. During 2025, the Company continued our initiative to decrease the amount of paper used. This reduction during 2025 resulted in approximately:

v Lbs. of paper recycled: 757,315

v Gallons of oil saved: 57,223

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Proxy Summary

v Trees saved: 7,829

v Kilowatts of energy saved: 1,325,839

v Cubic yards of landfill space saved: 841

v Gallons of water saved: 1,639,802

ü During 2025, we recycled an estimated 7,192 pounds of electronic waste across the Company.

ü We are continuing to invest in energy efficient data hardware for our offices and employees. As of December 31, 2025:

v Approximately 2,600 computers deployed in the Company are Energy Star Rated, which represents 99.9% of installed computers.

v Approximately 660 printers and copiers used by the Company are Energy Star Rated, which represents 95% of our printer fleet.

v Approximately 4,000 monitors are Energy Star Rated or TCO Certified, which represents 99.5% of installed monitors.

ü Our corporate office and many of our banking locations also utilize various energy-saving features, including:

v Smart thermostats

v Energy efficient mechanical units

v LED lights (many with motion detection sensors)

v Energy efficient water heaters

v Low water flow plumbing

Corporate Social Responsibility

ü 68% of our 2,596 total employees are women.

ü 28% of our total employees identify as persons of color.

ü 62% of leadership roles in our Company are held by women.

ü We established a management level Environmental, Social and Corporate Governance Committee in 2021 to support our ongoing commitment to environmental performance, health and safety, corporate responsibility, corporate governance, sustainability and other public policy efforts.

ü We are investing in our employees through education and training in diversity and inclusion, regulatory compliance programs, company policies and procedures, software applications and professional development.

v Total employee classes taken in 2025: 152,845

v Total hours spent on training in 2025: 24,697

ü We have in-house products known as The Dream Loan Program and Happy Home Buyer that provide loan options to those who would otherwise not qualify for a mortgage, including funding 214 loans in 2025 with 100% financing to first time homebuyers.

ü We hold the National Association of Minority Mortgage Bankers of America’s Accredited Social Impact Lender certification, which was initially awarded in 2024.

ü We are a bronze sponsor of the National Association of Minority Mortgage Bankers of America.

ü We established a program in 2021 to create a documented process to allow us to communicate more effectively to Spanish-speaking customers in our market areas.

ü Through our in-house Affinity Loan Program we provided a lender credit to 259 customers employed in fields related to education, emergency medical services, firefighting, law enforcement and nursing for their primary home purchase or refinancing.

ü We publish an annual Corporate Social Responsibility Report which is available on our Centennial Bank website at https://www.my100bank.com/community-involvement/. We anticipate releasing our 2025 report during the second quarter of 2026.

ü Through our 2022 acquisition of Happy State Bank, we offer our Kids Bank Program, which provides children the opportunity to learn how to manage money and develop skills to grow their funds throughout every phase of life with employees that serve as an additional resource related to this program to help educate children and families on financial literacy.

www.homebancshares.com4

Proxy Summary

Our Workforce

Total Employees 2,596

lFemale(68%)
lMale(32%)
62% of leadership positions are held by women
l>20(2%)
l20-29(24%)
l30-39(20%)
l40-49(20%)
l50-59(18%)
l60+(15%)
lNot Disclosed(1%)
68%28%
WomenEmployees who identify as person of color

Corporate Governance

ü Annual director elections.

ü Independent Vice Chairman who presides at regular executive sessions of our independent directors.

ü Adopted Corporate Governance Guidelines that address, among other items, director qualifications and responsibilities, Board Committees, and nonemployee director compensation.

ü Clawback policy consistent with NYSE requirements and additional clawback provisions in our incentive compensation programs.

ü Annual Corporate Social Responsibility report.

ü Our Board of Directors is comprised of individuals possessing a well-rounded variety of skills, knowledge, experience, diverse backgrounds and unique perspectives on our business.

ü Over 70% of our Board members satisfy NYSE independence standards, and each of the Audit, Compensation, and Nominating and Corporate Governance Committees are comprised wholly of independent directors.

Our Board

67.521%71%
Average AgeDiverseIndependent
  • Persons of color
5www.homebancshares.com
ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.