npb-20260120
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): January 20, 2026
Northpointe Bancshares, Inc.
(Exact name of registrant as specified in its charter)
| Michigan | No. 001-42517 | 38-3413392 | ||||||
| (State or other jurisdiction of | (Commission File Number) | (IRS Employer | ||||||
| incorporation) | Identification No.) | |||||||
| 3333 Deposit Drive Northeast | ||||||||
Grand Rapids, Michigan | 49546 | |||||||
| (Address of principal executive offices) | (Zip Code) | |||||||
(616) 940‑9400
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | ||
| Soliciting material pursuant to Rule 14a 12 under the Exchange Act (17 CFR 240.14a 12) | ||
| Pre-commencement communications pursuant to Rule 14d 2(b) under the Exchange Act (17 CFR 240.14d 2(b)) | ||
| Pre-commencement communications pursuant to Rule 13e 4(c) under the Exchange Act (17 CFR 240 13e 4(c)) | ||
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
| Common Stock, no par value | NPB | New York Stock Exchange | ||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 under the Securities Act (17 CFR 230.405) or Rule 12b-2 under the Exchange Act (17 CFR 240.12b-2).
| Emerging growth company ☒ | |||||||||||
| If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. | ||
Item 2.02 Results of Operations and Financial Condition.
On January 20, 2026, Northpointe Bancshares, Inc. (the “Company”) issued a press release announcing its financial results for the quarter ended December 31, 2025. A copy of the press release is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.
Item 7.01 Regulation FD Disclosure.
On January 20, 2026, the Company made available supplemental financial information containing additional information about the Company’s financial results for the quarter ended December 31, 2025. A copy of the supplemental financial information is furnished herewith as Exhibit 99.2 and is incorporated herein by reference.
On January 21, 2026, the Company will host a conference call to discuss financial results for the quarter ended December 31, 2025.
The information in Item 2.02 and 7.01, including the information incorporated herein from Exhibits 99.1 and 99.2, is furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01. Financial Statements and Exhibits.
| (d) | Exhibits | ||||||||||
| Exhibit No. | Description | ||||||||||
| 99.1 | |||||||||||
| 99.2 | |||||||||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | ||||||||||
* * * * * *
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| NORTHPOINTE BANCSHARES, INC. | |||||||||||
| Date: January 20, 2026 | By: | /s/ Bradley T. Howes | |||||||||
| Bradley T. Howes | |||||||||||
| Executive Vice President and Chief Financial Officer | |||||||||||