{"url_path":"/sec/tcbx/8-k/2026-05-21/item-5-02","section_key":"item-5-02","section_title":"Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-05-21","source_url":"https://www.sec.gov/Archives/edgar/data/1781730/0001193125-26-234576-index.html","accession_number":"0001193125-26-234576","cik":"0001781730","ticker":"TCBX","issuer_name":"Third Coast Bancshares, Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1781730/0001193125-26-234576-index.html","primary_entity_key":"0001781730","primary_entity_name":"Third Coast Bancshares, Inc."},"word_count":272,"has_tables":true,"body_markdown":"## Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.\n\nOn May 21, 2026, the shareholders of Third Coast Bancshares, Inc. (the “Company”) approved the Amended and Restated Third Coast Bancshares, Inc. 2019 Omnibus Incentive Plan (the “Restated Plan”) at the Company’s Annual Meeting of Shareholders. The Company’s board of directors approved the Restated Plan on April 16, 2026, subject to the approval of the Company’s shareholders. The Restated Plan is an amendment and restatement of the Company’s 2019 Omnibus Incentive Plan (the “2019 Plan”). The Restated Plan (a) increased the number of shares of the Company’s common stock reserved for issuance under the 2019 Plan by an additional 375,000 shares, (b) added certain minimum vesting requirements, (c) added provisions prohibiting the repricing of stock options and stock appreciation rights and prohibiting reload stock options, (d) modified the provisions in the 2019 Plan related to dividends and stock splits with respect to restricted stock, and (e) made certain other administrative changes.\n\n \n\nThe material terms of the Restated Plan are described in the Company’s definitive Proxy Statement, dated April 16, 2026 (the “Proxy Statement”), under the heading “Proposal 2. Approval of Amended and Restated Third Coast Bancshares, Inc. 2019 Omnibus Incentive Plan,” which is incorporated herein by reference.\n\n \n\nThe foregoing description of the Restated Plan and the discussion of the terms and conditions of the Restated Plan contained in the Proxy Statement are both qualified in their entirety by reference to the full text of the Restated Plan, a copy of which is attached hereto as Exhibit 10.1 and incorporated herein by reference."}