Overview
- IndustryState Commercial Banks1
- HeadquartersIrving, Texas1
- Incorporated inCA2
- Business address5221 N. O'Connor Blvd., Suite 1378, Irving, Tx 750392
- Filer categoryAccelerated filer2
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In addition to historical information, this report contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”) and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Forward-looking statements are those that predict or describe future events or trends or that do not relate solely to historical matters. However, our actual results and financial performance in the future will be affected by known and currently unknown risks, uncertainties and other factors that may cause our actual results or financial performance in the future to differ materially from the results or financial performance that may be expressed, predicted or implied by such forward-looking statements. Such risks, uncertainties and other factors include, among others, those set forth below in Item 1A, Risk Factors , …3 From its latest annual report
Financials
From the company’s reports to the SEC. Every number links to the filing it came from.
Key numbers, fiscal 2025
Where the money goes
Where each dollar of revenue went, fiscal 2025
- Income tax100¢$83.6M
Out of $34.4M in revenue.4 The company lost money this year.
Financial statements
| Fiscal year | 2021 | 2022 | 2023 | 2024 | 2025 |
|---|---|---|---|---|---|
| Revenue | $36.0M5 | $38.8M6 | $35.3M4 | $36.2M4 | $34.4M4 |
| Operating expenses | $236.9M5 | ||||
| Interest | $13.9M5 | $85.2M5 | $371.4M5 | ||
| Income before tax | $151.8M5 | $149.8M6 | -$200.1M4 | -$137.4M4 | -$71.5M4 |
| Income tax | $42.3M5 | $39.3M6 | -$1.0M4 | -$45.0M4 | $83.6M4 |
| Net income | $109.5M5 | $110.5M6 | -$199.1M4 | -$92.4M4 | -$155.2M4 |
| Earnings per share | $2.425 | $1.966 | -$3.534 | -$1.414 | -$1.884 |
| Earnings per share (diluted) | $2.415 | $1.966 | -$3.534 | -$1.414 | -$1.884 |
| Shares (weighted, basic) | 45.3M shares5 | 56.4M shares6 | 56.4M shares4 | 65.6M shares4 | 82.5M shares4 |
| Shares (weighted, diluted) | 45.5M shares5 | 56.5M shares6 | 56.4M shares4 | 65.6M shares4 | 82.5M shares4 |
| Fiscal year | 2021 | 2022 | 2023 | 2024 | 2025 |
|---|---|---|---|---|---|
| Cash | $1.1B9 | $656.5M5 | $1.3B6 | $1.0B4 | $1.6B4 |
| Property, plant and equipment | $37.9M9 | $36.1M5 | $39.9M6 | $35.8M4 | $34.7M4 |
| Goodwill | $215.3M5 | ||||
| Intangible assets | $6.6M5 | $4.9M6 | $3.6M4 | $2.4M4 | |
| Total assets | $10.2B9 | $13.0B5 | $13.3B6 | $12.6B4 | $11.9B4 |
| Total liabilities | $9.1B9 | $11.9B5 | $12.4B6 | $11.6B4 | $11.0B4 |
| Retained earnings | $341.0M9 | $426.7M5 | $218.6M6 | $125.0M4 | -$30.1M4 |
| Shareholders’ equity | $1.1B6 | $1.1B4 | $925.3M4 | $1.1B4 | $912.6M4 |
| Shares outstanding | 56.4M shares10 | 56.5M shares6 | 82.4M shares4 | 82.9M shares4 |
Cash flow is reported year to date, not quarter by quarter, so there are no separate quarterly figures.
| Fiscal year | 2021 | 2022 | 2023 | 2024 | 2025 |
|---|---|---|---|---|---|
| Cash from operations | $96.9M5 | $101.5M6 | $8.0M4 | -$8.7M4 | -$31.9M4 |
| Depreciation and amortization | $3.3M5 | $4.0M6 | $4.4M4 | $4.8M4 | $4.4M4 |
| Stock-based compensation | $2.8M5 | $3.5M6 | $1.7M4 | $2.0M4 | $5.3M4 |
| Capital spending | $3.2M5 | $4.6M6 | $8.2M4 | $2.7M4 | $3.3M4 |
| Free cash flow | $93.7M | $96.9M | -$225.0K | -$11.4M | -$35.2M |
| Cash from investing | -$79.4M5 | -$3.2B6 | $132.8M4 | $287.4M4 | $1.2B4 |
| Dividends paid | $16.2M5 | $24.8M6 | $9.0M4 | $1.1M4 | |
| Share buybacks | $1.7M5 | $4.6M6 | $538.0K4 | $149.0K4 | $433.0K4 |
| Cash from financing | $474.5M5 | $2.7B6 | $529.4M4 | -$589.1M4 | -$581.0M4 |
Corporate structure
First Foundation Inc. sits at the top of its group. 1 entity, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.
Major holders of First Foundation Inc.
- North Reef Capital Management LP Filed SCHEDULE 13G/A on First Foundation Inc., latest Aug 14, 2026 (5 filings since Jan 15, 2025)
- CANYON CAPITAL ADVISORS LLC Filed SCHEDULE 13D/A on First Foundation Inc., latest Apr 3, 2026 (3 filings since Nov 14, 2024)
- VANGUARD GROUP INC Filed SCHEDULE 13G/A on First Foundation Inc., latest Mar 26, 2026 (8 filings since Feb 13, 2024)
- FMR LLC Filed SCHEDULE 13G/A on First Foundation Inc., latest Nov 5, 2025 (5 filings since Feb 9, 2022)
- Azora Capital LP Filed SCHEDULE 13G/A on First Foundation Inc., latest May 15, 2025 (2 filings since Feb 14, 2025)
- Strategic Value Investors LP Filed SCHEDULE 13G/A on First Foundation Inc., latest Feb 12, 2025 (2 filings since Feb 12, 2025)
- BlackRock Filed SCHEDULE 13G/A on First Foundation Inc., latest Feb 5, 2025 (4 filings since Feb 3, 2022)
- STRATEGIC VALUE BANK PARTNERS LLC Filed SC 13D/A on First Foundation Inc., latest Oct 15, 2024 (2 filings since Oct 8, 2024)
- GMT CAPITAL CORP Filed SC 13G/A on First Foundation Inc., latest Feb 13, 2024 (2 filings since Jan 19, 2023)
- First Foundation Inc. Irving, Texas
Built from major holders from Schedules 13D and 13G. Each entity in the chart links to its source.
What it owns
What First Foundation Inc. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.
Property and equipment
| Item | Latest | A year before | Change |
|---|---|---|---|
| Furniture and fixtures | $2.8M4 Dec 31, 2025 | $3.3M4 Dec 31, 2024 | −15.6% |
| Leasehold improvements | $29.0M4 Dec 31, 2025 | $27.2M4 Dec 31, 2024 | +6.9% |
| Property and equipment, before depreciation | $59.4M4 Dec 31, 2025 | $58.5M4 Dec 31, 2024 | +1.6% |
| Accumulated depreciation | $24.8M4 Dec 31, 2025 | $22.7M4 Dec 31, 2024 | +9.2% |
| Property and equipment, net | $34.7M4 Dec 31, 2025 | $35.8M4 Dec 31, 2024 | −3.2% |
| Operating-lease assets (leased space) | $18.5M4 Dec 31, 2025 | $22.3M4 Dec 31, 2024 | −17.2% |
Real estate and locations
Investments
| Item | Latest | A year before | Change |
|---|---|---|---|
| Cash and cash equivalents | $1.6B4 Dec 31, 2025 | $1.0B4 Dec 31, 2024 | +59.9% |
| Equity securities at fair value | $11.8M4 Dec 31, 2025 | $11.8M4 Dec 31, 2024 | +0.1% |
| Loans, net of allowance | $6.6B4 Dec 31, 2025 | $7.9B4 Dec 31, 2024 | −16.1% |
| Deposits held (banks) | $9.3B4 Dec 31, 2025 | $9.9B4 Dec 31, 2024 | −5.9% |
Intangibles and goodwill
| Item | Latest | A year before | Change |
|---|---|---|---|
| Intangible assets, net (excluding goodwill) | $2.4M4 Dec 31, 2025 | $3.6M4 Dec 31, 2024 | −32.5% |
Properties, in its own words
The Company’s corporate headquarters is located in Dallas, Texas, at 5221 N. O’Connor Blvd, Suite 1375, Irving, Texas 75039. The Company has 29 banking offices and two loan production offices in the states of California, Nevada, Florida, Texas, and Hawaii. Six of our office buildings are owned and the remaining are leased pursuant to non-cancelable operating leases that will expire between 2026 and 2035. The building for the office in Auburn, California is owned by us and is on land that is leased under a non-cancellable lease that expires in 2028.
Item 2 of the 10-K filed Mar 16, 2026.3
Leadership
Who has led First Foundation Inc., and when. Pick a name to see everywhere that person has worked.
Chief financial officer
Chief operating officer
- Chief executive officerThomas C. Shafer Nov 22, 2024 to now11
- Chief executive officerKevin L. Thompson Jun 8, 2020 to Jun 8, 202012
- Chief executive officerScott F. Kavanaugh Dec 16, 2013 to Jun 8, 202013
- ChairUlrich E. Keller Jr. Dec 16, 2013 to Mar 4, 202414
- PresidentSimone Lagomarsino Jul 11, 2024 to now15
- PresidentJohn Hakopian Feb 6, 2015 to May 20, 201516
- PresidentDavid S. Depillo May 20, 2015 to Feb 25, 202217
- Chief financial officerJames Britton Aug 23, 2023 to now18
- Chief financial officerAmy Djou Nov 28, 2022 to Feb 28, 202319
- Chief financial officerKevin L. Thompson Jun 9, 2020 to Nov 16, 202220
- Chief financial officerJohn Michel Dec 16, 2013 to Mar 18, 202021
- Chief operating officerChristopher M. Naghibi Dec 14, 2022 to now22
- Chief operating officerLindsay A. Lawrence Nov 22, 2019 to Feb 25, 202223
- Chief operating officerDavid Rahn Dec 16, 2013 to Dec 16, 201324
Board members and other officers (25)
- EVP, Chief Credit OfficerDean Glassberg Oct 20, 2025 to now25
- EVP, Chief Operations OfficerParham Medhat Nov 10, 2025 to now26
- Chief Banking OfficerHugo J. Nuno Dec 14, 2022 to now27
- PRES FIRST FOUNDATION ADVISORSJohn Hakopian Dec 16, 2013 to Dec 16, 201328
- Board memberSimone Lagomarsino Feb 21, 2025 to now29
- Board memberHenchy R. Enden Sep 9, 2024 to Sep 9, 202430
- Board memberSam Edelson Sep 9, 2024 to now31
- Board memberBenjamin Mackovak Sep 10, 2024 to now32
- Board memberThomas C. Shafer Nov 22, 2024 to now11
- Board memberGabriel Vazquez V. Apr 28, 2023 to Feb 21, 202433
- Board memberGary L. Tice Dec 22, 2021 to Jan 12, 202334
- Board memberElizabeth A. Pagliarini Jun 5, 2019 to now35
- Board memberDiane M. Rubin Jun 13, 2019 to Feb 21, 202436
- Board memberMartha N. Corbett Mar 1, 2018 to Feb 28, 201937
- Board memberGerald L. Larsen Dec 16, 2013 to Feb 27, 201838
- Board memberHenri Tchen Dec 16, 2013 to Dec 16, 201339
- Board memberJacob Sonenshine Dec 16, 2013 to now40
- Board memberJames G. Brakke Dec 16, 2013 to May 17, 201941
- Board memberJohn Hakopian Dec 16, 2013 to now28
- Board memberMax Briggs Dec 16, 2013 to now42
- Board memberMichael A. Criste Dec 16, 2013 to Dec 16, 201343
- Board memberMitchell M. Rosenberg Dec 16, 2013 to now44
- Board memberScott F. Kavanaugh Dec 16, 2013 to now13
- Board memberVictoria Collins Dec 16, 2013 to Aug 15, 201645
- Board memberWarren D. Fix Dec 16, 2013 to May 17, 201946
Former names
- KELLER FINANCIAL GROUPSep 27, 2007 to Sep 27, 20072
Timeline
- Apr 1, 20268-K Completed an acquisition or sale; Listing notice or transfer; Change to shareholders' rights47
- Mar 31, 20268-K Executive or director change; Other events48
- Mar 12, 20268-K Other events49
- Feb 27, 20268-K Shareholder vote50
- Feb 25, 20268-K Other events51
- Feb 6, 20268-K Other events52
- Jan 29, 20268-K Results of operations53
- Oct 30, 20258-K Results of operations54
- Oct 30, 20258-K Entered a material agreement55
- Oct 27, 20258-K Regulation FD disclosure; Other events56
- Oct 21, 20258-K Executive or director change; Regulation FD disclosure57
- Aug 11, 20258-K Executive or director change; Regulation FD disclosure58
- Nov 22, 2024New chief executive Thomas C. Shafer becomes CEO11
- Jun 8, 2020New chief executive Kevin L. Thompson becomes CEO12
- Dec 16, 2013New chief executive Scott F. Kavanaugh becomes CEO13
Calendar
When it reported results
- Jan 29, 2026Reported quarterly or annual results53
- Oct 30, 2025Reported quarterly or annual results54
- Jul 31, 2025Reported quarterly or annual results59
- Apr 30, 2025Reported quarterly or annual results60
- Jan 30, 2025Reported quarterly or annual results61
- Oct 29, 2024Reported quarterly or annual results62
- Jul 25, 2024Reported quarterly or annual results63
- Apr 25, 2024Reported quarterly or annual results64
Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar
Filings
405 filings to the SEC since October 2021: 7 annual reports, 13 quarterly reports, 86 major events, 162 insider forms, 33 large holders, 104 other. The latest 20:
- Aug 14, 2026SCHEDULE 13G/A EDGAR
- May 15, 2026SCHEDULE 13G/A EDGAR
- Apr 13, 202615-12G EDGAR
- Apr 3, 2026SCHEDULE 13D/A EDGAR
- Apr 1, 2026EFFECT EDGAR
- Apr 1, 2026S-8 POS EDGAR
- Apr 1, 2026S-8 POS EDGAR
- Apr 1, 2026S-8 POS EDGAR
- Apr 1, 2026S-8 POS EDGAR
- Apr 1, 2026POS AM EDGAR
- Apr 1, 20264 OWNERSHIP DOCUMENT EDGAR
- Apr 1, 20264 OWNERSHIP DOCUMENT EDGAR
- Apr 1, 20264 OWNERSHIP DOCUMENT EDGAR
- Apr 1, 20264 OWNERSHIP DOCUMENT EDGAR
- Apr 1, 20264 OWNERSHIP DOCUMENT EDGAR
- Apr 1, 20264 OWNERSHIP DOCUMENT EDGAR
- Apr 1, 20264 OWNERSHIP DOCUMENT EDGAR
- Apr 1, 20264 OWNERSHIP DOCUMENT EDGAR
- Apr 1, 20264 OWNERSHIP DOCUMENT EDGAR
- Apr 1, 20264 OWNERSHIP DOCUMENT EDGAR
The 405 filings since October 2021 can be filtered by form type and year here when JavaScript is on.
Every filing from the last five years, summarized. The full record is on SEC EDGAR.
Insider trades
20 open-market trades by officers, directors and large owners since October 2021: 13 buys and 7 sales. Grants, option exercises and gifts are left out.
| Date | Who | Trade | Shares | Price | Value | Filing |
|---|---|---|---|---|---|---|
| Feb 29, 2024 | KELLER ULRICH E. JRChairman | Sale | 25,000 | $8.16 | $204.0K | Form 4 |
| Dec 15, 2023 | KELLER ULRICH E. JRChairman | Sale | 30,000 | $8.90 | $267.0K | Form 4 |
| May 11, 2023 | Lake David G.Director | Buy | 2,000 | $3.99 | $8.0K | Form 4 |
| May 9, 2023 | Lake David G.Director | Buy | 2,000 | $4.19 | $8.4K | Form 4 |
| May 8, 2023 | PAGLIARINI ELIZABETH A.Director | Buy | 5,610 | $4.35 | $24.4K | Form 4 |
| May 5, 2023 | Rubin Diane M.Director | Buy | 2,000 | $4.65 | $9.3K | Form 4 |
| May 4, 2023 | SONENSHINE JACOBDirector | Buy | 8,000 | $4.08 | $32.6K | Form 4 |
| May 4, 2023 | Lake David G.Director | Buy | 6,000 | $4.07 | $24.4K | Form 4 |
| May 3, 2023 | BRIGGS MAXDirector | Buy | 10,000 | $4.69 | $46.9K | Form 4 |
| Mar 15, 2023 | HAKOPIAN JOHNPresident, FFA | Sale | 29,857 | $9.27 | $276.8K | Form 4 |
| Mar 14, 2023 | HAKOPIAN JOHNPresident, FFA | Sale | 56,143 | $9.34 | $524.4K | Form 4 |
| Mar 14, 2023 | Naghibi Christopher M.Chief Operating Officer | Buy | 208 | $9.53 | $2.0K | Form 4 |
| Mar 14, 2023 | KAVANAUGH SCOTT FChief Executive Officer | Buy | 2,000 | $9.61 | $19.2K | Form 4 |
| Mar 13, 2023 | HAKOPIAN JOHNPresident, FFA | Sale | 100,000 | $7.96 | $796.0K | Form 4 |
| Feb 28, 2023 | Djou AmyChief Financial Officer | Sale | 3,172 | $15.15 | $48.1K | Form 4 |
| Feb 2, 2023 | KELLER ULRICH E. JRChairman | Sale | 25,000 | $16.36 | $409.0K | Form 4 |
| Nov 29, 2022 | KAVANAUGH SCOTT FChief Executive Officer | Buy | 7,200 | $13.84 | $99.6K | Form 4 |
| Nov 28, 2022 | PAGLIARINI ELIZABETH A.Director | Buy | 5,471 | $13.71 | $75.0K | Form 4 |
| Apr 29, 2022 | PAGLIARINI ELIZABETH A.Director | Buy | 1,000 | $22.39 | $22.4K | Form 4 |
| Feb 7, 2022 | Rubin Diane M.Director | Buy | 1,000 | $26.53 | $26.5K | Form 4 |
From Forms 4 filed with the SEC.
Major holders
Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.
- North Reef Capital Management LPSCHEDULE 13G/A, 5 filings Jan 15, 2025 to Aug 14, 202665
- CANYON CAPITAL ADVISORS LLCSCHEDULE 13D/A, 3 filings Nov 14, 2024 to Apr 3, 202666
- VANGUARD GROUP INCSCHEDULE 13G/A, 8 filings Feb 13, 2024 to Mar 26, 202667
- FMR LLCSCHEDULE 13G/A, 5 filings Feb 9, 2022 to Nov 5, 202568
- Azora Capital LPSCHEDULE 13G/A, 2 filings Feb 14, 2025 to May 15, 202569
- Strategic Value Investors LPSCHEDULE 13G/A, 2 filings Feb 12, 202570
- BlackRockSCHEDULE 13G/A, 4 filings Feb 3, 2022 to Feb 5, 202571
- STRATEGIC VALUE BANK PARTNERS LLCSC 13D/A, 2 filings Oct 8, 2024 to Oct 15, 202472
- GMT CAPITAL CORPSC 13G/A, 2 filings Jan 19, 2023 to Feb 13, 202473
Executive pay
What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.
| Year | Executive | Age | Salary | Total pay |
|---|---|---|---|---|
| 2024 | Thomas C. ShaferChief Executive Officer of FFI and FFB | $132.8K | $4.0M74 | |
| 2024 | Scott F. KavanaughFormer Chief Executive Officer of FFI and FFB and Former President and Chairman of FFB | $829.1K | $1.3M74 | |
| 2024 | John A. HakopianPresident of FFA | $650.0K | $1.1M74 | |
| 2024 | Ulrich E. KellerFormer Executive Chairman of FFI and FFA | $885.4K74 | ||
| 2024 | Christopher NaghibiExecutive Vice President and Chief Operating Officer of FFB | $433.8K | $744.8K74 | |
| 2024 | James BrittonExecutive Vice President and Chief Financial Officer of FFI and FFB | $390.0K | $650.0K74 | |
| 2024 | Simone LagomarsinoPresident of FFI and FFB | $351.8K | $483.8K74 | |
| 2023 | Scott F. KavanaughFormer Chief Executive Officer of FFI and FFB and Former President and Chairman of FFB | $950.0K | $1.3M74 | |
| 2023 | Ulrich E. KellerFormer Executive Chairman of FFI and FFA | $600.0K | $657.0K74 | |
| 2023 | John A. HakopianPresident of FFA | $569.8K | $635.8K74 | |
| 2023 | Christopher NaghibiExecutive Vice President and Chief Operating Officer of FFB | $420.0K | $504.0K74 | |
| 2023 | James BrittonExecutive Vice President and Chief Financial Officer of FFI and FFB | $133.0K | $279.6K74 | |
| 2022 | Scott F. KavanaughFormer Chief Executive Officer of FFI and FFB and Former President and Chairman of FFB | $950.0K | $2.7M74 | |
| 2022 | Ulrich E. KellerFormer Executive Chairman of FFI and FFA | $600.0K | $1.0M74 | |
| 2022 | Christopher NaghibiExecutive Vice President and Chief Operating Officer of FFB | $390.5K | $846.0K74 | |
| 2022 | John A. HakopianPresident of FFA | $475.0K | $798.8K74 |
SEC filer profile
How First Foundation Inc. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.
- Name on EDGARFirst Foundation Inc.1
- CIK0001413837
- Employer ID (EIN)20-86397023
- Filer statusAccelerated filer not an emerging growth company; not a smaller reporting company; not a shell company3
- Incorporated inDelaware3
- Fiscal year endsDecember 311
- Industry code (SIC)6022 State Commercial Banks1
- SEC reviewing officeOffice of Finance, Division of Corporation Finance1
- Business address5221 N. O'Connor Blvd., Suite 1378, Irving, TX 750391
- Phone949-222-20301
- Shares outstanding82,926,292 shares as of Mar 4, 20263
- Public float$305.0M as of Jun 30, 20253
- AuditorCrowe LLP, Dallas, Texas PCAOB ID 173; it also attests to the company’s internal control over financial reporting3
- On EDGAR sinceSep 27, 20071
- Filings1,013 in all: 4 (477), 8-K (186), 3 (38), 10-Q (36), DEFA14A (24), SC 13G/A (22), DFAN14A (19), UPLOAD (19)1
All 63 form types
CORRESP (16), 425 (14), SC 13G (14), 10-K (13), DEF 14A (12), SCHEDULE 13G/A (12), 4/A (8), EFFECT (7), S-8 POS (6), 424B5 (5), ABS-15G (5), ARS (5), 10-K/A (4), 8-K/A (4), PRE 14A (4), S-3 (4), S-8 (4), SCHEDULE 13G (4), 144 (3), CERTNAS (3), D (3), 3/A (2), 424B3 (2), 8-A12B (2), DEFC14A (2), FWP (2), POS AM (2), PREC14A (2), S-1/A (2), 10-12G (1), 10-12G/A (1), 10-Q/A (1), 15-12G (1), 25 (1), 25-NSE (1), 305B2 (1), 5 (1), 8-A12B/A (1), CERT (1), D/A (1), DEFM14A (1), DRS (1), POSASR (1), PRER14A (1), PRRN14A (1), REGDEX (1), RW (1), S-1 (1), S-3ASR (1), S-4 (1), S-4/A (1), SC 13D (1), SC 13D/A (1), SCHEDULE 13D (1), SCHEDULE 13D/A (1)
- Latest filingsAnnual report (10-K) Mar 16, 2026
Quarterly report (10-Q) Nov 10, 2025
Proxy statement (DEF 14A) Apr 17, 2025
Latest 8-K (8-K) Apr 1, 2026
Securities registered for trading
| Class | Symbol | Exchange |
|---|---|---|
| Common Stock, par value $0.001 per share | FFWM | New York Stock Exchange |
From the cover page of the 10-K filed Mar 16, 2026 (Section 12(b) of the Exchange Act).3
Risk factors and legal proceedings
The risks First Foundation Inc. names in Item 1A of its 10-K filed Mar 16, 2026: 55 risks under these headings, as written.3
- Risks Related to Our Proposed Merger with FirstSun Capital Bancorp
- General Economic Conditions Risks
- Credit Risks
- Market Risks
- Liquidity and Capital Risks
- Strategic, Operational and External Risks
- Regulatory and Compliance Risks
- Risks Related to Ownership of Our Common Stock
- The value of the merger consideration will fluctuate based on the trading price of FirstSun common stock.
- The pendency of the Merger could adversely affect our business, results of operations and financial condition.
- Failure to consummate the Merger could negatively impact FFI.
- Combining FFI and FirstSun and the balance sheet repositioning may be more difficult, costly or time-consuming than expected; the combined company may fail to realize the anticipated benefits of the Merger; and any actions we take in contemplation of the Merger may be detrimental to FFI as a stand-alone company.
The other 51 risks
- The combined company may be unable to retain FFI or FirstSun personnel successfully after the Merger is completed.
- Stockholder litigation related to the Merger could prevent or delay the completion of the Merger, result in the payment of damages or otherwise negatively impact the business and operations of FFI.
- The Merger Agreement limits our ability to pursue alternatives to the Merger and may discourage other companies from trying to acquire FFI.
- The Merger Agreement may be terminated in accordance with its terms, and the Merger may not be completed.
- Holders of FFI common stock will have a substantially reduced ownership and voting interest in the combined company after the consummation of the Merger.
- Our ability to use net operating loss carryforwards and other tax attributes may be limited in connection with the Merger or other ownership changes.
- Our business and operations may be adversely affected in numerous and complex ways by economic conditions.
- Our business and operations may be adversely affected by the impacts of inflation on us and our customers.
- We could incur losses on the loans we make.
- Our allowance for credit losses may not be adequate to cover actual losses.
- Our banking, investment advisory and wealth management operations are geographically concentrated in California, Florida, Nevada, Texas, and Hawaii, leading to significant exposure to those markets.
- Loans secured by multifamily and commercial real estate represent a high percentage of the loans we make, making our results of operations vulnerable to downturns in the real estate market.
- Changes in interest rates could reduce our net interest margin and net interest income.
- Changes in interest rates could increase our operating expenses.
- We may incur significant losses as a result of ineffective hedging of interest rate risk.
- We may incur significant losses from the balance sheet repositioning and future asset sales.
- Liquidity risk could adversely affect our ability to fund operations and hurt our financial condition.
- We may not be able to maintain a strong core deposit base or other low-cost funding sources.
- Our high concentration of large depositors may increase our liquidity risk, and the loss of any large depositor may negatively impact our net interest margin.
- We are subject to capital adequacy standards and liquidity, and a failure to meet these standards could adversely affect our financial condition.
- We may not have the ability to attract capital necessary to maintain regulatory ratios and fund growth.
- The actions and commercial soundness of other financial institutions could affect our ability to engage in routine funding transactions.
- We have experienced turnover in our Board of Directors and executive management team and are embarking upon a new strategic plan, all of which create uncertainties and could harm our business.
- Completing the diversification of our loan portfolio may be more difficult, costly or time-consuming than expected and the anticipated benefits and cost savings of the plan may not be realized.
- Adverse developments affecting the banking industry could have a material effect on our operations and/or stock price.
- New lines of business or new products and services may subject us to additional risks.
- We face intense competition from other banks and financial institutions and other wealth and investment management firms that could hurt our business.
- We are required to make significant estimates and assumptions in the preparation of our financial statements and our estimates and assumptions may not be accurate.
- The fair value of our investment securities can fluctuate due to factors outside of our control.
- A loss or material reduction of access to securitization markets for multifamily loans may adversely impact our business model, profitability and growth.
- Technology and marketing costs may negatively impact our future operating results.
- Fraudulent activity, breaches of our information security systems, or cybersecurity incidents could have a material adverse effect on our business, financial condition, results of operations or future prospects.
- We rely on communications, information, operating and financial control systems technology and related services from third-party service providers and there can be no assurance that we will not suffer an interruption in those systems.
- Our ability to attract and retain clients and key employees could be adversely affected if our reputation is harmed.
- We may incur significant losses due to ineffective risk management processes and strategies.
- A natural disaster could harm our business.
- We are exposed to the risk of environmental liabilities with respect to real properties that we may acquire.
- Our investment management clients are able to terminate their agreements with us without cause and on relatively short notice, making us vulnerable to short-term declines in the performance of the securities under our management.
- The market for investment managers is extremely competitive and the loss of a key investment manager to a competitor could adversely affect our investment advisory and wealth management business.
- We may be adversely affected by the soundness of certain securities brokerage firms.
- The banking industry is highly regulated, and legislative or regulatory actions taken now or in the future may have a significant adverse effect on our operations.
- Federal and state banking agencies periodically conduct examinations of our business, including those focused on our compliance with laws and regulations. Such examinations may subject us to supervisory actions and our failure to comply with such actions may adversely affect us.
- We are subject to increased regulation because we have more than $10 billion in total consolidated assets.
- We are subject to numerous laws designed to protect consumers, including the Community Reinvestment Act and fair lending laws, and failure to comply with these laws could lead to a wide variety of sanctions.
- We face the risk of noncompliance and enforcement action with the Bank Secrecy Act and other anti-money laundering statutes and regulations.
- Regulations relating to privacy, information security and data protection could increase our costs, affect or limit how we collect and use personal information and adversely affect our business opportunities.
- FFA’s business is highly regulated, and regulators have the ability to limit or restrict, and impose fines or other sanctions on, FFA’s business.
- Future legislation, regulatory reform or policy changes could have a material effect on our business and results of operations.
- We may not resume the payment of dividends on common stock.
- If we fail to maintain effective internal control over financial reporting, or if we fail to remediate material weaknesses previously identified, we may not be able to report our financial results accurately and timely.
- The exercise of our outstanding warrants would increase the number of shares of common stock eligible for future resale in the public market and result in dilution to our existing stockholders.
Legal proceedings
In the ordinary course of business, we are subject to claims, counter claims, suits and other litigation of the type that generally arise from the conduct of financial services businesses. We are not aware of any threatened or pending litigation that we expect will have a material adverse effect on our business operations, financial condition or results of operations.
The opening of Item 3, Legal Proceedings.3
Sources
The numbers on this page point here. Each one links to the record it came from.
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- 14SEC EDGARUlrich E. Keller Jr., Chair
- 15SEC EDGARSimone Lagomarsino, President
- 16SEC EDGARJohn Hakopian, President
- 17SEC EDGARDavid S. Depillo, President
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- 19SEC EDGARAmy Djou, Chief financial officer
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- 21SEC EDGARJohn Michel, Chief financial officer
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- 24SEC EDGARDavid Rahn, Chief operating officer
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- 27SEC EDGARHugo J. Nuno, Chief Banking Officer
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- 29SEC EDGARSimone Lagomarsino, Board member
- 30SEC EDGARHenchy R. Enden, Board member
- 31SEC EDGARSam Edelson, Board member
- 32SEC EDGARBenjamin Mackovak, Board member
- 33SEC EDGARGabriel Vazquez V., Board member
- 34SEC EDGARGary L. Tice, Board member
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- 36SEC EDGARDiane M. Rubin, Board member
- 37SEC EDGARMartha N. Corbett, Board member
- 38SEC EDGARGerald L. Larsen, Board member
- 39SEC EDGARHenri Tchen, Board member
- 40SEC EDGARJacob Sonenshine, Board member
- 41SEC EDGARJames G. Brakke, Board member
- 42SEC EDGARMax Briggs, Board member
- 43SEC EDGARMichael A. Criste, Board member
- 44SEC EDGARMitchell M. Rosenberg, Board member
- 45SEC EDGARVictoria Collins, Board member
- 46SEC EDGARWarren D. Fix, Board member
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- 49SEC EDGAROther events
- 50SEC EDGARShareholder vote
- 51SEC EDGAROther events
- 52SEC EDGAROther events
- 53SEC EDGARResults of operations
- 54SEC EDGARResults of operations
- 55SEC EDGAREntered a material agreement
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