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Investar Holding Corp

For the period ended May 21, 2025. Filed Apr 8, 2025.

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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.

May 21, 2025 · Filed Apr 8, 2025

ISTR$27.79-0.0%Stored close · as of Nov 6, 2026
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

Filed by the Registrant ☒

Filed by a party other than the Registrant ☐

Check the appropriate box:

☐ Preliminary Proxy Statement

☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

☒ Definitive Proxy Statement

☐ Definitive Additional Materials

☐ Soliciting Material under §240.14a-12

(Name of Registrant as Specified in its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check all boxes that apply):

☒ No fee required

☐ Fee paid previously with preliminary materials

☐ Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11

2025 Notice and Proxy Statement

10500 Coursey Boulevard

Baton Rouge, Louisiana 70816

Dear Shareholder:

On behalf of the board of directors, we invite you to attend the 2025 Annual Meeting of Shareholders of Investar Holding Corporation (together with any adjournments or postponements thereof, the “2025 Annual Meeting”). The 2025 Annual Meeting will be held beginning at 3:00 p.m., Central Time, on Wednesday, May 21, 2025 at Investar Tower, 10500 Coursey Boulevard, Third Floor, Baton Rouge, Louisiana 70816. The formal notice of the 2025 Annual Meeting appears on the next page. At the 2025 Annual Meeting, you will be asked to:

1.Elect 11 directors, each to serve a one-year term;
2.Ratify the appointment of Horne LLP as Investar Holding Corporation’s independent registered public accounting firm for the 2025 fiscal year;
3.Approve, on an advisory basis, the compensation of our named executive officers; and
4.Transact such other business as may properly come before the 2025 Annual Meeting.

Only shareholders of record on March 24, 2025 are entitled to receive notice of and to vote at the 2025 Annual Meeting. The accompanying proxy statement provides detailed information concerning the matters to be acted upon at the 2025 Annual Meeting. We urge you to review this proxy statement and each of the proposals carefully. It is important that your views be represented at the 2025 Annual Meeting regardless of the number of shares of our common stock you own or whether you are able to attend the 2025 Annual Meeting in person.

A copy of our 2025 proxy statement, proxy card and our Annual Report on Form 10-K for the year ended December 31, 2024 (which serves as our annual report to shareholders) is being made available to our shareholders online, on or about April 8, 2025, at http://www.proxydocs.com/ISTR.

You may vote your shares via a toll-free telephone number, on the Internet, or by signing, dating and mailing a proxy card. Instructions regarding the three methods of voting by proxy are contained in the notice of Internet availability of proxy materials. If you are the record holder of shares of our common stock, you may vote in person at the 2025 Annual Meeting.

On behalf of our board of directors, I would like to express our appreciation for your continued interest in Investar Holding Corporation.

Sincerely,

John J. D’Angelo

President and Chief Executive Officer

10500 Coursey Boulevard

Baton Rouge, Louisiana 70816

NOTICE OF 2025 ANNUAL MEETING OF SHAREHOLDERS

DATE & TIME:Wednesday, May 21, 2025 at 3:00 p.m., Central Time
PLACE:Investar Tower 10500 Coursey Boulevard, Third Floor Baton Rouge, Louisiana 70816
ITEMS OF BUSINESS:1. To elect 11 directors, each to serve a one-year term. 2. To ratify the appointment of Horne LLP as Investar Holding Corporation’s independent registered public accounting firm for the 2025 fiscal year. 3. To approve, on an advisory basis, the compensation of our named executive officers. 4. To transact such other business as may properly come before the 2025 Annual Meeting of Shareholders or any adjournments or postponements thereof.
RECORD DATE:You are entitled to notice of and to attend or vote at the 2025 Annual Meeting if you were a shareholder of record as of the close of business on March 24, 2025.
ANNUAL REPORT:Our Annual Report on Form 10-K for the year ended December 31, 2024 (which serves as our annual report to shareholders) is accessible online at http://www.proxydocs.com/ISTR.
PROXY VOTING:We value your participation. It is important that your shares be represented and voted at the 2025 Annual Meeting regardless of whether you attend the 2025 Annual Meeting in person. The accompanying proxy statement provides detailed information about the matters to be considered at the 2025 Annual Meeting. Please read it carefully. To ensure your shares are represented at the 2025 Annual Meeting, please vote your shares via a toll-free telephone number, on the Internet or by completing, signing, dating and mailing a proxy card. Instructions regarding the three methods of voting are contained in the notice of Internet availability of proxy materials. Any proxy may be revoked at any time prior to its exercise at the 2025 Annual Meeting.

By Order of the Board of Directors,

John J. D’Angelo

President and Chief Executive Officer

Baton Rouge, Louisiana

Important Notice Regarding the Availability of Proxy Materials for

the Shareholder Meeting to be held on May 21, 2025:

Investar Holding Corporation’s 2025 proxy statement, proxy card and Annual Report on Form 10-K for the year ended December 31, 2024 are available at http://www.proxydocs.com/ISTR.

The Notice of the 2025 Annual Meeting of Shareholders and proxy statement are first being made available to shareholders on or about April 8, 2025.

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