As of March 31, 2026 and December 31, 2025, the Company had 10,000,000 shares of preferred stock authorized, $0.0001 par value, of which none were issued or outstanding, respectively.

As of March 31, 2026 and December 31, 2025, the Company had 80,000,000 and 50,000,000 shares of voting common stock authorized, respectively, $0.0001 par value, of which 27,935,888 and 27,887,337 shares were issued and outstanding, respectively.

As of March 31, 2026 the Company had 20,000,000 shares of non-voting common stock authorized, $0.0001 par value, of which none were issued and outstanding. As of December 31, 2025 the Company was not authorized to issue shares of non-voting common stock.

Dividends paid by the Company, if any, are substantially provided from Bank dividends. The Bank may declare dividends without prior regulatory approval that do not exceed the total of retained net income for the current year combined with its retained net income for the preceding two years, subject to maintenance of minimum capital requirements. Dividends received from subsidiaries were as follows for the three months ended March 31,:

The 2017 Equity Incentive Plan (the “2017 Plan”) provides for the grant of stock options, stock appreciation rights, restricted stock and other stock awards to its employees, directors and consultants for up to 1,977,292 shares of FirstSun common stock in the aggregate.

Option awards are generally granted with an exercise price of not less than the fair value of a share of the Company’s common stock at the date of grant, they vest 25% on the first, second, third and fourth anniversaries following the date of grant and have 10 year terms. The fair value of each stock option award is estimated on the date of grant utilizing the Black-Scholes option pricing model. Expected volatility was determined based on the median historical volatility of 25 to 30 comparable companies that were publicly traded for a period commensurate with the expected term of the options. The expected term of the options was estimated to be the average of the vesting term and time to expiration. The risk-free rate for the expected term of the stock options was based on the U.S. Treasury yield curve in effect at the date of grant.


	Shares	Weighted-Average Exercise Price, per Share		Weighted-Average Remaining Term (years)
2026
Outstanding, beginning of period	698,829	$	20.25
Exercised	(27,536)	20.34


Outstanding, vested and exercisable, end of period	671,293	$	20.24	1.97


2025
Outstanding, beginning of period	882,570	$	20.39
Exercised	(97,256)	19.88


Outstanding, vested or expected to vest, end of period	785,314	$	20.46	3.09

At March 31, 2026, there was no unrecognized compensation cost related to non-vested stock options. At March 31, 2026 and 2025, the intrinsic value of the stock options was $10,653 and $14,089, respectively.

The FirstSun Capital Bancorp 2021 Equity Incentive Plan (the “2021 Plan”) provides for the grant of stock options, stock appreciation rights, restricted stock and other stock awards to its employees, directors and consultants for up to 2,476,571 shares of FirstSun common stock in the aggregate. Additionally, we established the FirstSun Capital Bancorp Long-Term Incentive Plan (“LTIP”), which became effective April 1, 2022. The LTIP is intended to qualify as a “top-hat” plan under ERISA that is unfunded and provides benefits only to a select group of management or highly compensated employees of FirstSun or the Bank.


	Shares	Weighted-Average Issuance Price, per Share		Weighted-Average Remaining Term (years)
2026
Outstanding, beginning of period	114,459	$	35.94
Issued	46,973	36.30
Vested, restriction released	(50)	39.93

Outstanding, end of period	161,382	$	36.05	1.61
2025
Outstanding, beginning of period	11,739	$	35.75
Issued	4,276	43.03
Vested, restriction released	(16,015)	37.69

Outstanding, end of period	—	$	—	0.00

We determine the shares to be issued based on actual and forecast results during the requisite performance period to determine the probability the market or performance conditions will be achieved. Performance share units outstanding at March 31, 2026 are as follows:



Grant Date	End of Performance Period	Conditions	Target Units	Probable Units	Unrecognized Compensation Cost
April 2025	April 2028	Market	64,290	—	$	3,263
April 2024	April 2027	Performance	84,150	58,905	697
April 2023	April 2026	Performance	87,590	64,721	—
			236,030	123,626	$	3,960


	Performance Share Units at Target	Weighted-Average Grant Date Price, per Unit		Weighted-Average Remaining Term (years)
2026
Outstanding, beginning of period	236,030	$	32.93
Issued	347	36.28


Outstanding, end of period	236,377	$	32.93	0.91
2025




Outstanding, end of period	261,621	$	32.86	1.09

In conjunction with the Pioneer merger, we assumed certain options that had been granted under Pioneer’s option plans. All assumed options were fully vested and exercisable. No further options will be granted under the Pioneer plans. The following table presents option activity for the three months ended March 31,:



	Shares	Weighted-Average Exercise Price, per Share		Weighted-Average Remaining Term (years)
2026





Outstanding, vested, and exercisable, end of period	10,440	$	24.66	3.24


2025





Outstanding, vested, and exercisable, end of period	74,919	$	22.78	2.77