Prosperity Bancshares, Inc. (PB) has secured all regulatory approvals necessary to complete its $2 billion cash‑and‑stock acquisition of Stellar Bancorp, Inc. (STEL). The approvals include a waiver from the Federal Reserve Bank of Dallas, consent from the FDIC, and approval from the Texas Department of Banking. The transaction, announced in late January, is now cleared to move toward a projected closing on July 1, 2026, pending shareholder approval and customary conditions.
The deal values Stellar at approximately $2 billion, representing a 20 % premium over the bank’s most recent closing price. The transaction will add Stellar’s $10.8 billion in assets, $7.3 billion in loans, and $9.0 billion in deposits to Prosperity’s $38.5 billion balance sheet and 312 branches. The special meeting of Stellar shareholders to vote on the merger is scheduled for May 27, 2026.
Prosperity’s management has positioned the acquisition as a strategic expansion into Texas’s largest markets, including Houston and the Dallas/Fort Worth area. By combining Stellar’s strong deposit franchise with Prosperity’s conservative, relationship‑based model, the merged entity is expected to become the second‑largest Texas‑headquartered bank by deposits. The integration plan will focus on leveraging overlapping branch networks and cross‑selling opportunities while maintaining regulatory compliance.
Analysts and investors have expressed mixed views on the premium paid. The 20 % premium, higher than the market’s initial expectations, prompted concerns about valuation. Insider selling by director Ned Holmes in April 2026 added a layer of caution for stakeholders. Despite these headwinds, the regulatory green light removes a significant hurdle, allowing the parties to concentrate on integration and the upcoming shareholder vote.
The Stellar acquisition fits within a broader trend of consolidation among regional banks in Texas, a pattern that regulators have generally welcomed. The deal also brings Stellar’s executive team, including CEO Robert Franklin Jr. and President Ramon Vitulli, into Prosperity’s leadership and board, signaling a commitment to continuity and expertise in the Texas market.
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