NOTE 17 – SHARE-BASED PAYMENTS

The Company’s 2022 Omnibus Equity Plan (the Plan) reserved 1,760,000 shares for the grant of non-qualified stock options, restricted stock units, restricted stock and unrestricted stock to its employees and directors. The Plan replaced the Amended and Restated 2013 Stock Incentive Plan (2013 Plan). Under the 2013 Plan, there were 105,572 and 148,768 remaining fully vested and exercisable options outstanding at December 31, 2025 and 2024. No new grants of options may be made under the 2013 Plan. The Company believes that stock-based awards better align the interests of its employees with those of its stockholders. Under the Company’s 2025 and 2024 director compensation policy, the directors receive a portion of their compensation in stock.

Stock Option Awards: Options granted to directors and employees under the Plan vest depending on the passage of time or the achievement of performance targets, depending on the terms of the underlying grant.

The fair values of stock options granted during the years ended December 31, 2025, 2024, and 2023, were estimated to be $18.23 per share, $13.06 per share, and $9.86 per share. The fair value of each option award is estimated on the date of grant using a closed form option valuation (Black-Scholes) model. Expected stock price volatility is based on the weighted average of historical volatility of Equity Bank stock and the KBW Nasdaq Bank Index. The expected term of options granted is based on the Simplified Method. The risk-free interest rate for the expected term of the option is based on the U.S. Treasury yield curve in effect at the time of the grant.

Compensation expense for stock options is recognized as the options vest. Total stock option compensation cost that has been charged against income was $941, $808, and $342 for 2025, 2024, and 2023. The total income tax benefit was $131, $200 and $85. At December 31, 2025, there was $2,294 of unrecognized compensation expense related to non-vested stock options granted under the Plan. Unrecognized compensation expense at December 31, 2025, will be recognized over a remaining weighted average period of 2.7 years.

Restricted Stock Unit Awards: Restricted stock units (RSUs) granted to employees under the Plan represent the right to receive one share of Company stock upon vesting, in accordance with the vesting schedule provided in each award agreement. To the extent vested, the RSUs become Class A voting common stock within ten calendar days of the vesting date. Non-vested RSUs have no voting rights and are not considered outstanding until vesting. The fair value of the RSUs is determined by the closing price of the Company’s stock on the date of grant.

Compensation expense is recognized over the vesting period of the award based on the fair value of RSU awards at the grant date. The Company recognized share-based compensation attributable to RSUs of $3,835, $2,726 and $2,193 for the years ended December 31, 2025, 2024, and 2023. The total income tax benefit was $533, $675 and $543 for the same time periods. Unrecognized RSU compensation expense of $8,492 at December 31, 2025, will be recognized over a remaining weighted average period of 3.0 years.

Restricted Stock Awards: Restricted stock awards (RSAs) granted to employees under the Plan represent the right to receive one share of Company stock upon vesting, in accordance with the vesting schedule provided in each award agreement. To the extent vested, the RSAs become Class A voting common stock within ten calendar days of the vesting date. Non-vested RSAs have no voting rights and are not considered outstanding until vesting. The fair value of the RSAs is determined by the closing price of the Company’s stock on the date of grant.

Compensation expense is recognized over the vesting period of the award based on the fair value of RSA awards at the grant date. The Company recognized share-based compensation attributable to RSAs of $332, $286 and $218 for the years ended December 31, 2025, 2024, and 2023. The total income tax benefit was $46, $71 and $54 for the same time periods. Unrecognized RSA compensation expense of $127 at December 31, 2025, will be recognized over a remaining weighted average period of 0.3 years.

Employee Stock Purchase Plan:

On January 27, 2019, the Company’s Board of Directors adopted the Equity Bancshares, Inc. 2019 Employee Stock Purchase Plan (“ESPP”) and reserved 500,000 shares of common stock for issuance. The ESPP was approved by the Company’s stockholders on April 24, 2019. The ESPP enables eligible employees to purchase the Company’s common stock at a price per share equal to 85% of the lower of the fair market value of the common stock at the beginning or end of each offering period. The following table presents the offering periods and costs associated with this program.