Investar Holding Corp
For the period ended May 20, 2026. Filed Apr 8, 2026.
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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 20, 2026 · Filed Apr 8, 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
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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
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2026 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 2026 Annual Meeting of Shareholders of Investar Holding Corporation (together with any adjournments or postponements thereof, the “2026 Annual Meeting”). The 2026 Annual Meeting will be held beginning at 3:00 p.m., Central Time, on Wednesday, May 20, 2026 at Investar Tower, 10500 Coursey Boulevard, Third Floor, Baton Rouge, Louisiana 70816. The formal notice of the 2026 Annual Meeting appears on the next page. At the 2026 Annual Meeting, you will be asked to:
| 1. | Elect 13 directors, each to serve a one-year term; |
| 2. | Ratify the appointment of BDO USA, P.C. as Investar Holding Corporation’s independent registered public accounting firm for the 2026 fiscal year; |
| 3. | Approve, on an advisory basis, the compensation of our named executive officers; |
| 4. | Approve, on an advisory basis, the frequency of future advisory votes on the compensation of our named executive officers; |
| 5. | Approve the Second Amended and Restated Investar Holding Corporation 2017 Long-Term Incentive Compensation Plan; and |
| 6. | Transact such other business as may properly come before the 2026 Annual Meeting. |
Only shareholders of record on March 23, 2026 are entitled to receive notice of and to vote at the 2026 Annual Meeting. The accompanying proxy statement provides detailed information concerning the matters to be acted upon at the 2026 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 2026 Annual Meeting regardless of the number of shares of our common stock you own or whether you are able to attend the 2026 Annual Meeting in person.
A copy of our 2026 proxy statement, proxy card and our Annual Report on Form 10-K for the year ended December 31, 2025 (which serves as our annual report to shareholders) is being made available to our shareholders online, on or about April 8, 2026, 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 2026 Annual Meeting. If a bank, broker or other nominee holds your shares, you will need to request a legal proxy from your bank, broker or other nominee and bring it to the 2026 Annual Meeting in order to vote in person.
On behalf of our board of directors, I would like to express our appreciation for your continued investment in Investar Holding Corporation.
Sincerely,
John J. D’Angelo
President and Chief Executive Officer
10500 Coursey Boulevard
Baton Rouge, Louisiana 70816
NOTICE OF 2026 ANNUAL MEETING OF SHAREHOLDERS
| DATE & TIME: | Wednesday, May 20, 2026 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 13 directors, each to serve a one-year term. 2. To ratify the appointment of BDO USA, P.C. as Investar Holding Corporation’s independent registered public accounting firm for the 2026 fiscal year. 3. To approve, on an advisory basis, the compensation of our named executive officers. 4. To approve, on an advisory basis, the frequency of future advisory votes on the compensation of our named executive officers. 5. To approve the Second Amended and Restated Investar Holding Corporation 2017 Long-Term Incentive Compensation Plan. 6. To transact such other business as may properly come before the 2026 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 2026 Annual Meeting if you were a shareholder of record as of the close of business on March 23, 2026. |
| ANNUAL REPORT: | Our Annual Report on Form 10-K for the year ended December 31, 2025 (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 2026 Annual Meeting regardless of whether you attend the 2026 Annual Meeting in person. The accompanying proxy statement provides detailed information about the matters to be considered at the 2026 Annual Meeting. Please read it carefully. To ensure your shares are represented at the 2026 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 2026 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 20, 2026**:**
Investar Holding Corporation’s 2026 proxy statement, proxy card and Annual Report on Form 10-K for the year ended December 31, 2025 are available at http://www.proxydocs.com/ISTR.
The Notice of the 2026 Annual Meeting of Shareholders and proxy statement are first being made available to shareholders on or about April 8, 2026.
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