8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

___________________

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported): November 9, 2020

Investar Holding Corporation

(Exact name of registrant as specified in its charter)

Louisiana	001-36522	27-1560715
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

10500 Coursey Blvd.

Baton Rouge, Louisiana 70816

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (225) 227-2222

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common stock, $1.00 par value per share	ISTR	The Nasdaq Global Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 7.01 Regulation FD Disclosure.

Representatives of Investar Holding Corporation (the “Company”), the holding company for Investar Bank, National Association (the “Bank”), will be making presentations to investors during various virtual conferences in the fourth quarter of 2020. A copy of the presentation materials is furnished as Exhibit 99.1 to this Form 8-K and is incorporated herein solely for purposes of this Item 7.01.

In accordance with General Instruction B.2 of Form 8-K, the information in this Item 7.01, including Exhibit 99.1, is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, and shall not be deemed incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except as shall be expressly set forth by specific reference in such filing.

The exhibit to this report may include certain statements concerning expectations for the future that are forward-looking statements as defined by federal securities law. Any forward-looking statements are based on the historical performance of the Company and its subsidiaries or on the Company’s current plans, estimates and expectations. The inclusion of this forward-looking information should not be regarded as a representation by the Company that the future plans, estimates or expectations by the Company will be achieved. Such forward-looking statements are subject to various risks and uncertainties and assumptions relating to the Company’s operations, financial results, financial condition, business prospects, growth strategy and liquidity. If one or more of these or other risks or uncertainties materialize, or if the Company’s underlying assumptions prove to be incorrect, the Company’s actual results may vary materially from those indicated in these statements. The Company does not undertake any obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise. A number of important factors could cause actual results to differ materially from those indicated by the forward-looking statements. These factors include, but are not limited to, the following, any one or more of which could materially affect the outcome of future events:

•the ongoing impacts of the COVID-19 pandemic on economic conditions in general and on the Bank’s markets in particular, and on the Bank’s operations and financial results;

•business and economic conditions generally and in the financial services industry in particular, whether nationally, regionally or in the markets in which we operate;

•the risk of holding PPP loans at unfavorable rates and on terms that are less favorable than other types of loans, and the Company’s ability to pursue available remedies in the event of a loan default of PPP loans under the Paycheck Protection Program;

•cyber attacks and other security breaches;

•our ability to achieve organic loan and deposit growth, and the composition of that growth;

•our ability to integrate and achieve anticipated cost savings from our acquisitions;

•changes (or the lack of changes) in interest rates, yield curves and interest rate spread relationships that affect our loan and deposit pricing;

•the extent of continuing client demand for the high level of personalized service that is a key element of our banking approach as well as our ability to execute our strategy generally;

•our dependence on our management team, and our ability to attract and retain qualified personnel;

•changes in the quality or composition of our loan or investment portfolios, including adverse developments in borrower industries or in the repayment ability of individual borrowers;

•possible cessation or market replacement of LIBOR and the related effect on our LIBOR-based financial products and contracts, including, but not limited to, hedging products, debt obligations, investments and loans;

•the extent of continuing client demand for the high level of personalized service that is a key element of our banking approach as well as our ability to execute our strategy generally;

•inaccuracy of the assumptions and estimates we make in establishing reserves for probable loan losses and other estimates;

•the concentration of our business within our geographic areas of operation in Louisiana, Texas and Alabama; and

•concentration of credit exposure;

•other circumstances, many of which are beyond our control.

These factors should not be construed as exhaustive. Additional information on these and other risk factors can be found in Item 1A. “Risk Factors” and Item 7. “Special Note Regarding Forward-Looking Statements” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019, filed with the Securities and Exchange Commission.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit Number	Description of Exhibit
99.1	Investor presentation
104	The cover page of Investar Holding Corporation’s Form 8-K is formatted in Inline XBRL.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	INVESTAR HOLDING CORPORATION
Date: November 10, 2020	By:	/s/ John J. D’Angelo
		John J. D’Angelo
		President and Chief Executive Officer

EX-99.1

Exhibit 99.1 NASDAQ: ISTR 1

FORWARD-LOOKING STATEMENTS This presentation may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 that reflect the Company’s current views with respect to, among other things, future events and financial performance. The www.investarbank.com Company generally identifies forward-looking statements by terminology such as “outlook,” “believes,” “expects,” “potential,” “continues,” “may,” “will,” “could,” “should,” “seeks,” “approximately,” “predicts,” “intends,” “plans,” “estimates,” “anticipates,” or the negative version of those words or other comparable words. Any forward-looking statements contained in this presentation are based on the historical performance of the Company and its subsidiaries or on the Company’s current plans, estimates and NASDAQ: ISTR expectations. The inclusion of this forward-looking information should not be regarded as a representation by the Company that the future plans, estimates or expectations by the Company will be achieved. Such forward-looking statements are subject to various risks and uncertainties and assumptions relating to the Company’s operations, financial results, financial condition, business prospects, growth strategy and liquidity. If one or more of these or other risks or uncertainties materialize, or if the We encourage everyone to visit the Company’s underlying assumptions prove to be incorrect, the Company’s actual results may vary materially from those indicated in these statements. The Company does not undertake any obligation to publicly update or review any forward-looking statement, Investors Section of our website at whether as a result of new information, future developments or otherwise. A number of important factors could cause actual results to differ materially from those indicated by the forward-looking statements. These factors include, but are not limited to, www.investarbank.com, where we the following, any one or more of which could materially affect the outcome of future events: have posted additional important • the ongoing impacts of the COVID-19 pandemic on economic conditions in general and on the Bank’s markets in particular, and on the Bank’s operations and financial results; information such as press releases • business and economic conditions generally and in the financial services industry in particular, whether nationally, regionally or in the markets in which we operate; • the risk of holding PPP loans at unfavorable rates and on terms that are less favorable than other types of loans, and the and SEC filings. Company’s ability to pursue available remedies in the event of a loan default of PPP loans under the Paycheck Protection Program; • cyber attacks and other security breaches; • our ability to achieve organic loan and deposit growth, and the composition of that growth; We intend to use our website to • our ability to integrate and achieve anticipated cost savings from our acquisitions; • changes (or the lack of changes) in interest rates, yield curves and interest rate spread relationships that affect our loan and expedite public access to time-critical deposit pricing; • the extent of continuing client demand for the high level of personalized service that is a key element of our banking approach information regarding the Company as well as our ability to execute our strategy generally; • our dependence on our management team, and our ability to attract and retain qualified personnel; in advance of or in lieu of distributing • changes in the quality or composition of our loan or investment portfolios, including adverse developments in borrower industries or in the repayment ability of individual borrowers; a press release or a filing with the SEC • possible cessation or market replacement of LIBOR and the related effect on our LIBOR-based financial products and contracts, including, but not limited to, hedging products, debt obligations, investments and loans; disclosing the same information. • the extent of continuing client demand for the high level of personalized service that is a key element of our banking approach as well as our ability to execute our strategy generally; • inaccuracy of the assumptions and estimates we make in establishing reserves for probable loan losses and other estimates; • the concentration of our business within our geographic areas of operation in Louisiana, Texas and Alabama; • concentration of credit exposure; • other circumstances, many of which are beyond our control. These factors should not be construed as exhaustive. Additional information on these and other risk factors can be found in Item 1A. “Risk Factors” and Item 7. “Special Note Regarding Forward-Looking Statements” in the Company’s Annual Report on Form 10- K for the year ended December 31, 2019, filed with the Securities and Exchange Commission. 2

COMPANY PROFILE AS OF SEPTEMBER 30, 2020 Market Data Q3 Financial Highlights Shares Outstanding 10,629,586 Assets $2.3 billion Market Cap $136.3 million Net Loans $1.8 billion Price per Share $12.82 Deposits $1.8 billion Dividend Yield 1.91% Tangible Equity(1) $204.8 million Price/ Tangible Book Value 66.5% TE/TA(1) 8.94% Price/LTM EPS $10.86 Net Income $4.5 million ROAA 0.77% Core ROAA(1) 0.65% ROAE 7.41% NPAs/Assets 0.54% Net Interest Margin 3.46% Cost of Funds 1.16% (1) Non-GAAP financial measure. See non-GAAP financial measures slides. 3

SENIOR MANAGEMENT John J. D’Angelo, • Founding President and Chief Executive Officer President & CEO • New Orleans native; graduate of Louisiana State University • Prior to founding Investar, Mr. D’Angelo was president and director of Aegis Lending Corporation, a mortgage lending company with operations in 46 states and the District of Columbia • Previously, Mr. D’Angelo held various senior positions at Hibernia National Bank (the predecessor to Capital One Bank, N.A.), focusing on the East Baton Rouge Parish, Louisiana, market • Current ownership of 1.8% Christopher L. Hufft, • Joined the Bank in February 2014 as Chief Accounting Officer, and assumed the role of Chief Financial Officer Chief Financial Officer in October of 2015. • Prior to joining the Bank, Mr. Hufft served for 9 years as the Vice President of Accounting at Amedisys, Inc., a publicly-traded home health and hospice company • Mr. Hufft, a licensed certified public accountant, also spent seven years in public accounting, serving both public and privately-held clients in the banking, healthcare and manufacturing sectors • B.S. Accounting – Louisiana State University Travis M. Lavergne, • Served as Executive Vice President and Chief Credit Officer since March, 2013 and Chief Chief Credit Officer Risk Management Officer since joining in July 2012 • Prior to joining the Bank, Mr. Lavergne was a Senior Examiner at the Louisiana Office of Financial Institutions from September 2005 to July 2012 • B.S. Finance – Louisiana State University • M.B.A. Southeastern Louisiana University 4

ACCOMPLISHMENTS SINCE IPO Since IPO in June 2014, Investar has experienced significant progress: Further Established in Four Key Louisiana Markets Shifted from Consumer Loans to C&I and CRE Focus Maintained High Quality Organic Loan Growth Transitioned from Transactional Banking to Relationship Banking Continued to Add Experienced Bankers in Key Areas Completed four whole-bank acquisitions 5

INVESTAR TIMELINE 2020 Acquired two 2014 branches from Completed 2018 Hilltop Holdings initial public Opened additional offering branch in our Baton $2,323 Rouge market 2012 $2,149 Entered the New Orleans market $1,786 $1,623 $1,159 $1,032 $879 $635 $375 $279 $143 $174 $209 $30 $66 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 Q3 2020 2006 2011 2013 2017 2019 Chartered with Acquired South Entered the Acquired Acquired Mainland Bank and an initial Louisiana Lafayette market Citizens Bank of York and opened two capitalization Business Bank Bancshares de novo branches of $10.1 million Acquired First Community Bank Acquired BOJ Bancshares, Inc. Note: Bank level data shown for 2006 through 2012 (holding company incorporated in 2013) 6

INVESTAR SNAPSHOT Company overview Financial highlights Year Ended December 31, Dollars in thousands, except share data 2018 2019 Q3 2020 Financial Highlights • Chartered as a de novo commercial bank in June 2006 by John J. D’Angelo, Total Assets $ 1,786,469 $ 2,148,916 $ 2,323,245 the current President and Chief Executive Officer Gross Loans 1,400,825 1,691,975 1,829,680 Total Deposits 1,361,731 1,707,706 1,834,449 • Completed initial public offering of 3.3 million shares in July 2014, generating Total Stockholders' Equity 182,262 241,976 237,266 Shares Outstanding 9,484,219 11,228,775 10,629,586 net proceeds of $41.7 million Capital Ratios • (1) Headquartered in Baton Rouge, LA, Investar Holding Corporation offers a Tangible Equity / Tangible Assets 9.20% 9.96% 8.94% wide range of commercial banking products to meet the needs of small to Tier 1 Leverage Ratio 9.81% 10.45% 9.29% medium-sized businesses Total Capital Ratio 13.46% 15.02% 14.62% • ISTR currently operates 31 full service banking offices located throughout its Asset Quality Ratios primary markets of Baton Rouge, New Orleans, Lafayette, and Lake Charles, NPAs / Total Assets 0.54% 0.30% 0.54% Louisiana; Houston, Alice, and Victoria, Texas, and Sumter County, Alabama NPLs / Loans 0.42% 0.37% 0.68% Loan Loss Reserves / Total Loans 0.67% 0.63% 1.04% th Loan Loss Reserves / NPLs 158.9% 171.1% 153.8% • ISTR is ranked 13 in the Louisiana market with $1,624 million of total NCOs / Avg Loans 0.08% 0.04% 0.01% deposits as of June 30, 2020, and 7th for those headquartered in Louisiana Performance Ratios • Experienced management team that has experienced strong growth Net Income $ 13,606 $ 3,331 $ 4,467 complemented by six completed whole bank acquisitions since 2011 ROAE 7.68% 8.21% 7.41% ROAA 0.81% 0.85% 0.77% (1) • Strong capital position and disciplined credit philosophy Core ROAA 0.95% 0.91% 0.65% Net Interest Margin 3.61% 3.51% 3.46% Efficiency Ratio(2) 67.89% 67.81% 63.56% • ISTR had 318 full-time equivalents as of September 30, 2020 Per Share Data Tangible Book Value per Share(1) $ 17.13 $ 18.79 $ 19.27 Diluted Earnings per Share $ 1.39 $ 1.66 $ 0.41 (1) Non-GAAP financial measure. See Non-GAAP financial measure slides. (2) Efficiency ratio represents noninterest expenses divided by the sum of net interest income (before provision for loan losses) and noninterest income 7

OPPORTUNISTIC ACQUISITIONS Branch map Six whole bank transactions since 2011 ISTR South Louisiana Business Bank: Announced June 2011, Closed October 2011 South Louisiana Business Bank • 1 Branch in Prairieville, LA • First Community Bank $31.5 million in gross loans and $38.6 million in deposits¹ Citizens Bancshares, Inc. First Community Bank: Announced January 2013, Closed May 2013 BOJ Bancshares, Inc. • 2 Branches – Hammond and Mandeville, LA Mainland Bank • $77.5 million in gross loans and $86.5 million in deposits¹ Bank of York Citizens Bancshares, Inc.: Announced March 2017, Closed July 2017 Hilltop Holdings Inc. Branches • 3 Branches – Evangeline Parish, LA • $128.8 million in gross loans and $216.5 million in deposits¹ BOJ Bancshares, Inc.: Announced August 2017, December 2017 • 5 Branches – East Baton Rouge, East Feliciana, and West Feliciana Parishes, LA • $128.8 million in gross loans and $216.5 million in deposits¹ Mainland Bank: Announced October 2018, Closed March 2019 • 3 Branches – Galveston County and Harris County, Texas • $81.3 million in gross loans and $107.6 million in deposits¹ Bank of York: Announced July 2019, Closed November 2019 • 2 Branches – Sumter County, Alabama • $46.1 million in gross loans and $85.0 million in deposits¹ Hilltop Holdings Branches: Announced August 2019, Closed February 2020 • 2 Branches – Alice and Victoria, Texas • $45.3 million in gross loans and $37.0 million in deposits1 (1) Based on fair values at time of closing (2) Based on fair values at time of announcement 8

RECENT ACQUISITIONS Investar Holding Corporation (27) Bank of York (2) HTH Branch Acquisition (2) HTH branches in Alice and Victoria, Texas Bank of York, York, Alabama • Closed on February 21, 2020 • Closed on November 1, 2019 • 2 Branches – Alice and Victoria, TX • $15 million cash • Pricing – 100% cash • 2 Branches – York and Livingston, AL and an LPO in Tuscaloosa, AL • $45.3 million in gross loans and $37.0 million in deposits1 • $46.1 million in gross loans and $85.0 million in deposits¹ (1) Based on estimates at September 30, 2020 9

Total Assets (in millions) 2,323 81 2,149 1,786 1,623 1,032 1,159 2015 2016 2017 2018 2019 Q3 2020 Assets Held for Sale *Represents the compounded annual growth rate for the five years ended December 31, 2019 10

TotalTotal Loans (in millions) 8.1% 20.8% 11.3% 40.9% 19.9%* 1,830 1,692 81 1,401 1,259 893 745 2015 2016 2017 2018 2019 Q3 2020 Loans Held for Sale * Growth % excludes Loans HFS 11

LOAN COMPOSITION 2018 2019 Q3 2020 Increase/(Decrease) (dollars in thousands) Amount % Amount % Amount % Amount % Mortgage loans on real estate Construction and land development $ 157,946 11.3% $ 197,797 11.7% $ 206,751 11.3% $ 8,954 4.5% 1-4 Family 287,137 20.5 321,489 19.0% 339,364 18.5 17,875 5.6 Multifamily 50,501 3.6 60,617 3.6% 57,734 3.2 (2,883) (4.8) Farmland 21,356 1.5 27,780 1.6% 26,005 1.4 (1,775) (6.4) Commercial real estate Owner-occupied 298,222 21.3 352,324 20.8% 379,490 20.7 27,166 7.7 Nonowner-occupied 328,782 23.5 378,736 22.4% 404,748 22.1 26,012 6.9 Commercial and industrial 210,924 15.1 323,786 19.1% 392,955 21.5 69,169 21.4 Consumer 45,957 3.3 29,446 1.7% 22,633 1.2 (6,813) (23.1) Total loans $ 1,400,825 100.0% $ 1,691,975 100.0% $ 1,829,680 100.0% $ 137,705 8.1% 12

LOAN COMPOSITION September 30, 2020 Consumer 1% Construction & land development 11% C&I 22% CRE 43% Residential/Farmland 23% Total Loans: $1.8 billion YTD Yield on loans: 4.96% 48% of CRE is owner-occupied 13

LOAN COMPOSITION Business Lending Portfolio1 Health Care and Social Assistance 13% Construction 7% Other Industries less than 5% 29% Retail Trade 13% Professional, Scientific, & Real Estate and Rental and Technical Leasing 12% 10% Manufacturing Wholesale Trade 6% 10% Total Business Lending Portfolio1: $772 million (1) Business lending portfolio includes owner-occupied CRE and C&I loans as of September 30, 2020 14

CREDIT METRICS NPAs / Total Loans + OREO 2.00% 1.33% 0.97% 1.00% 0.84% 0.79% 0.77% 0.67% 0.68% 0.68% 0.74% 0.60% 0.42% 0.38% 0.00% 2015 2016 2017 2018 2019 Q3 Investar Peers¹ 2020 NCOs / Average Loans 0.20% 0.14% 0.12% 0.11% 0.10% 0.10% 0.10% 0.08% 0.08% 0.08% 0.07% 0.05% 0.04% 0.01% 0.00% 2015 2016 2017 2018 2019 Q3 2020 Investar Peers¹ (1) Peer group consists of UBPR peers produced by the FFIEC and defined by a combination of asset size, number of branches and location in a Metropolitan Statistical Area. 15

DISCIPLINED LENDING Reserves / Total Loans 1.20% 1.04% 1.00% 0.82% 0.79% 0.80% 0.67% 0.63% 0.63% 0.60% 0.40% 2015 2016 2017 2018 2019 Q3 2020 Reserves / NPLs Provision Expense / NCOs 600% 25.0x 22.3x 500% 20.0x 400% 356% 15.0x 300% 254% 214% 10.0x 200% 159% 171% 154% 5.1x 5.0x 2.6x 100% 1.8x 2.2x 2.9x 0% 0.0x 2015 2016 2017 2018 2019 Q3 2020 2015 2016 2017 2018 2019 Q3 2020 16

COVID-RELATED LOAN MODIFICATIONS Month-End Deferral Balances and Percentage of Total Loan Portfolio on Deferral (dollars in millions) 27.0% $490 3.2% 3.3% 1.0% $56 $49 $12 $13 $5 MARCH JUNE SEPTEMBER NOVEMBER* Initial Deferral Second and Third Deferrals *Represents data as of November 2, 2020 17

DEPOSIT COMPOSITION AND GROWTH Deposit Composition ¹ ($1.8 billion) Noninterest-bearing CDs demand deposits 32% 25% Interest-bearing demand Savings deposits 7% 26% Money market 10% Cost of interest-bearing deposits1: 1.21% Target: 20% of total deposits are noninterest-bearing Growth in noninterest-bearing deposits • Treasury Management • Small Business Banking 2020: 28.5% • Focus on Relationship Banking 2019: 61.8% • Strategic Acquisitions 2018: 0.4% 2017: 99.8% (1) YTD as of September 30, 2020 17

DEPOSIT COMPOSITION AND GROWTH Total Deposits $2,000 $1,800 $1,834 $1,708 $1,600 $1,400 $1,362 $1,200 $1,225 $1,000 $908 Total Deposits ($ millions) ($ Deposits Total $800 $737 $600 $400 $200 2015 2016 2017 2018 2019 Q3 2020 *Represents the compounded annual growth rate for the five years ended December 31, 2019 18

FINANCIAL HIGHLIGHTS Year Ended December 31, Dollars in thousands, except share data 2018 2019 Q3 2020 Financial Highlights Total Assets $ 1,786,469 $ 2,148,916 $ 2,323,245 Gross Loans 1,400,825 1,691,975 1,829,680 Total Deposits 1,361,731 1,707,706 1,834,449 Total Stockholders' Equity 182,262 241,976 237,266 Shares Outstanding 9,484,219 11,228,775 10,629,586 Capital Ratios Tangible Equity / Tangible Assets(1) 9.20% 9.96% 8.94% Tier 1 Leverage Ratio 9.81% 10.45% 9.29% Total Capital Ratio 13.46% 15.02% 14.62% Asset Quality Ratios NPAs / Total Assets 0.54% 0.30% 0.54% NPLs / Loans 0.42% 0.37% 0.68% Loan Loss Reserves / Total Loans 0.67% 0.63% 1.04% Loan Loss Reserves / NPLs 158.9% 171.1% 153.8% NCOs / Avg Loans 0.08% 0.04% 0.01% Performance Ratios Net Income $ 13,606 $ 3,331 $ 4,467 ROAE 7.68% 8.21% 7.41% ROAA 0.81% 0.85% 0.77% Core ROAA(1) 0.95% 0.91% 0.65% Net Interest Margin 3.61% 3.51% 3.46% Efficiency Ratio(2) 67.89% 67.81% 63.56% Per Share Data Tangible Book Value per Share(1) $ 17.13 $ 18.79 $ 19.27 Diluted Earnings per Share $ 1.39 $ 1.66 $ 0.41 (1) Non-GAAP financial measure. See non-GAAP financial measures slides. (2) Efficiency ratio represents noninterest expense divided by the sum of net interest income (before provision for loan losses) and noninterest income. 19

PERFORMANCE METRICS Net Interest Margin 4.00% 3.61% 3.61% 3.51% 3.46% 3.00% 3.32% 3.39% Margin (%) Margin 2.00% Interest Net Net 1.00% 0.00% 2015 2016 2017 2018 2019 Q3 2020 Core Return on Average Assets 1.00% 0.95% 0.80% 0.91% 1 0.76% 0.69% 0.60% 0.65% 0.65% 0.40% Core ROAA (%) ROAA Core 0.20% 0.00% 2015 2016 2017 2018 2019 Q3 2020 (1) Non-GAAP financial measure. See non-GAAP financial measures slides. 20

PERFORMANCE METRICS Expense Ratios 100.0% 4.00% 2.97% 1 90.0% 2.48% 3.00% 2.41% 2.43% 2.29% 2.50% 80.0% 2.00% 70.0% 68.9% 67.6% 66.2% 66.0% 1.00% 60.0% 63.8% 65.4% Avg. Assets (%) AssetsAvg. Core Efficiency (%) Core Efficiency Ratio 50.0% 0.00% Expense Noninterest / 2015 2016 2017 2018 2019 Q3 2020 December 31, 2015 2016 2017 2018 2019 Q3 2020 Employees 165 152 258 255 324 318 Locations 11 10 20 21 28 31 (1) Non-GAAP financial measure. See non-GAAP financial measures slides. 21

PROFITABILITY Net Income and Diluted Earnings Per Share $6,000 $0.46 $0.50 $0.39 $0.41 $0.32 $5,000 $0.30 $4,657 $4,467 $4,000 $4,274 $0.05 per Share (Thousands) $0.10 $3,000 $3,331 Income Net -$0.10 $2,000 Earnings Diluted -$0.30 $1,000 $608 $0 -$0.50 Q3 2019 Q4 2019 Q1 2020 Q2 2020 Q3 2020 Core Diluted Earnings Per Share1 Q3 2019 Q4 2019 Q1 2020 Q2 2020 Q3 2020 $0.48 $0.39 $0.15 $0.32 $0.35 (1) Non-GAAP financial measure. See non-GAAP financial measures slides. 22

INVESTAR STRATEGY 1 Management • Continue to add experienced bankers in new and existing markets 2 Market • Southern Louisiana focus with complementary new market expansion 3 Growth • Leverage existing infrastructure in core markets • Limited de novo branching • Opportunistic, disciplined acquisition strategy • Focus on relationship banking 4 Asset Quality • Loan portfolio diversity • Disciplined credit philosophy – legacy delinquencies less than 1% 5 Profitability • Expected to increase as investment in infrastructure has already been made • Focus on improving efficiency through leveraging technology 23

APPENDIX 24

NON-GAAP FINANCIAL MEASURES Tangible equity, tangible book value per share, and the ratio of tangible equity to tangible assets are not financial measures recognized under GAAP and, therefore, are considered non- GAAP financial measures. Our management, banking regulators, many financial analysts and other investors use these non-GAAP financial measures to compare the capital adequacy of banking organizations with significant amounts of preferred equity and/or goodwill or other intangible assets, which typically stem from the use of the purchase accounting method of accounting for mergers and acquisitions. Tangible equity, tangible assets, tangible book value per share or related measures should not be considered in isolation or as a substitute for total stockholders’ equity, total assets, book value per share or any other measure calculated in accordance with GAAP. Moreover, the manner in which we calculate tangible equity, tangible assets, tangible book value per share and any other related measures may differ from that of other companies reporting measures with similar names. The following table reconciles, as of the dates set forth below, stockholders’ equity (on a GAAP basis) to tangible equity and total assets (on a GAAP basis) to tangible assets and calculates our tangible book valueper share. December 31, Dollar values in thousands except per share amounts 2015 2016 2017 2018 2019 Q3 2020 Total Stockholders' Equity - GAAP $ 109,350 $ 112,757 $ 172,729 $ 182,262 $ 241,976 $ 237,266 Adjustments Goodwill 2,684 2,684 17,086 17,424 26,132 28,144 Other Intangibles 491 550 2,840 2,363 4,903 4,327 Tangible Equity $ 106,175 $ 109,523 $ 152,803 $ 162,475 $ 210,941 $ 204,795 Total Assets - GAAP $ 1,031,555 $ 1,158,960 $ 1,622,734 $ 1,786,469 $ 2,148,916 $ 2,323,245 Adjustments Goodwill 2,684 2,684 17,086 17,424 26,132 28,144 Other Intangibles 491 550 2,840 2,363 4,903 4,327 Tangible Assets $ 1,028,380 $ 1,155,726 $ 1,602,808 $ 1,766,682 $ 2,117,881 $ 2,290,774 Total Shares Outstanding Book Value Per Share $ 15.05 $ 15.88 $ 18.15 $ 19.22 $ 21.55 $ 22.32 Effect of Adjustment (0.43) (0.46) (2.09) (2.09) (2.76) (3.05) Tangible Book Value Per Share $ 14.62 $ 15.42 $ 16.06 $ 17.13 $ 18.79 $ 19.27 Total Equity to Total Assets 10.60% 9.73% 10.64% 10.20% 11.26% 10.21% Effect of Adjustment (0.28) (0.25) (1.11) (1.00) (1.30) (1.27) Tangible Equity to Tangible Assets 10.32% 9.48% 9.53% 9.20% 9.96% 8.94% 25

NON-GAAP FINANCIAL MEASURES December 31, Dollar values in thousands except per share amounts 2015 2016 2017 2018 2019 Q3 2020 Net interest income (x) $ 31,458 $ 34,739 $ 42,517 $ 57,370 $ 64,818 $ 18,706 Provision for loan losses 1,865 2,079 1,540 2,570 1,908 2,500 Adjusted net interest income after provision for loan losses 29,593 32,660 40,977 54,800 62,910 16,206 Noninterest income (v) 8,344 5,468 3,815 4,318 6,216 3,401 Gain on sale of investment securities, net (489) (443) (292) (14) (262) (939) Loss (gain) on sale of other real estate owned, net 105 (13) (27) 24 11 - Gain on sale of fixed assets, net (15) (1,266) (127) (98) (2) 5 Change in the fair value of equity securities - - - 267 (341) 31 Core noninterest income (y) 7,945 3,746 3,369 4,497 5,622 2,498 Noninterest expense (w) 27,353 26,639 32,342 41,882 48,168 14,051 Severance (226) (26) (82) (293) - (10) Acquisition expense - - (1,868) (1,445) (2,090) (52) Non-routine legal expense - - - (89) - - Impairment on investment in tax credit entity (54) - - - - - Customer reimbursements - (584) - - - - Write down of other real estate owned - - - (567) - - Core noninterest expense (z) 27,073 26,029 30,392 39,488 46,078 13,989 Core earnings before income tax expense 10,465 10,377 13,954 19,809 22,454 4,715 Core income tax expense 3,456 3,258 4,758 3,809 4,423 924 Core earnings $ 7,009 $ 7,119 $ 9,196 $ 16,000 $ 18,031 $ 3,791 Efficiency ratio (w)/(x+v) 68.72% 66.25% 69.80% 67.89% 67.81% 63.56% Core Efficiency ratio (z)/(x+y) 68.85% 67.63% 66.23% 63.83% 65.41% 65.97% Core ROAA 0.76% 0.65% 0.69% 0.95% 0.91% 0.65% 26

NON-GAAP FINANCIAL MEASURES Dollar values in thousands except per share amounts Q3 2019 Q4 2019 Q1 2020 Q2 2020 Q3 2020 Net interest income (a) $ 16,366 $ 16,965 $ 17,335 $ 18,339 $ 18,706 Provision for loan losses 538 736 3,760 2,500 2,500 Net interest income after provision for loan losses 15,828 16,229 13,575 15,839 16,206 Noninterest income (b) 1,618 1,575 1,089 3,931 3,401 (Gain) loss on sale of investment securities, net - (33) (172) (1,178) (939) (Gain) loss on sale of other real estate owned, net (1) 17 (26) - - Loss on sale of fixed assets, net - - - - 5 Change in the fair value of equity securities 9 (121) 826 (248) 31 Core noninterest income (d) 1,626 1,438 1,717 2,505 2,498 Core earnings before noninterest expense 17,454 17,667 15,292 18,344 18,704 Noninterest expense (c) 11,682 13,629 13,907 14,480 14,051 Severance - - - (253) (10) Acquisition expense (177) (1,007) (751) (255) (52) Core noninterest expense (e) 11,505 12,622 13,156 13,972 13,989 Core earnings before income tax expense 5,949 5,045 2,136 4,372 4,715 Core income tax expense 1,143 1,019 421 840 924 Core earnings before income tax expense $ 4,806 $ 4,026 $ 1,715 $ 3,532 $ 3,791 Core basic earnings per share 0.48 0.40 0.15 0.32 0.35 Diluted earnings per share (GAAP) $ 0.46 $ 0.32 $ 0.05 $ 0.39 $ 0.41 Gain on sale of investment securities, net - - (0.01) (0.09) (0.07) Change in the fair value of equity securities - (0.01) 0.06 (0.02) - Severance - - - 0.02 - Acquisition expense 0.02 0.08 0.05 0.02 0.01 Core diluted earnings per share $ 0.48 $ 0.39 $ 0.15 $ 0.32 $ 0.35 Efficiency ratio (c)/(a+b) 64.96% 73.51% 75.48% 65.02% 63.56% Core efficiency ratio (e)/(a+d) 63.95% 68.59% 69.05% 67.03% 65.97% Core return on average assets 0.95% 0.76% 0.32% 0.62% 0.65% Core return on average equity 9.12% 7.35% 2.82% 6.00% 6.29% Total average assets $ 1,999,240 $ 2,101,562 $ 2,164,516 $ 2,296,082 $ 2,320,501 Total average stockholders' equity 208,957 217,433 243,614 236,651 239,822 27

INCOME STATEMENT December 31, (dollars in thousands, except share data) 2015 2016 2017 2018 2019 Q3 2020 INTEREST INCOME Interest and fees on loans $ 35,076 $ 39,380 $ 47,863 $ 66,750 $ 80,954 $ 21,866 Interest on investment securities 2,189 3,565 5,055 6,608 7,440 1,356 Other interest income 75 207 428 533 1,049 172 TOTAL INTEREST INCOME 37,340 43,152 53,346 73,891 89,443 23,394 INTEREST EXPENSE Interest on deposits 5,250 7,182 8,050 11,394 19,307 3,404 Interest on borrowings 632 1,231 2,779 5,127 5,318 1,284 TOTAL INTEREST EXPENSE 5,882 8,413 10,829 16,521 24,625 4,688 NET INTEREST INCOME 31,458 34,739 42,517 57,370 64,818 18,706 PROVISION FOR LOAN LOSSES 1,865 2,079 1,540 2,570 1,908 2,500 NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES 29,593 32,660 40,977 54,800 62,910 16,206 NON-INTEREST INCOME Service charges on deposit accounts 380 343 767 1,453 1,840 441 Gain on sale of investment securities, net 489 443 292 14 262 939 Gain (loss) on sale of assets, net 4,278 1,684 154 74 (9) (5) Servicing fees and fee income on serviced loans 2,543 2,087 1,482 963 593 85 Other operating income 654 911 1,120 1,814 3,530 1,941 TOTAL NON-INTEREST INCOME 8,344 5,468 3,815 4,318 6,216 3,401 INCOME BEFORE NON-INTEREST EXPENSE 37,937 38,128 44,792 59,118 69,126 19,607 NON-INTEREST EXPENSE Salaries and employee benefits 16,398 15,609 18,681 25,469 28,643 8,228 Impairment on investment in tax credit entity 54 11 - - - - Operating expenses 10,901 11,019 13,661 16,413 19,525 5,823 TOTAL NON-INTEREST EXPENSE 27,353 26,639 32,342 41,882 48,168 14,051 INCOME BEFORE INCOME TAX EXPENSE 10,584 11,489 12,450 17,236 20,958 5,556 INCOME TAX EXPENSE 3,511 3,609 4,248 3,630 4,119 1,089 NET INCOME $ 7,073 $ 7,880 $ 8,202 $ 13,606 $ 16,839 $ 4,467 Basic earnings per share $ 0.98 $ 1.11 $ 0.96 $ 1.41 $ 1.68 $ 0.41 Diluted earnings per share $ 0.97 $ 1.10 $ 0.96 $ 1.39 $ 1.66 $ 0.41 28

XML

Cover	Nov. 09, 2020
Cover [Abstract]
Document Type	8-K
Document Period End Date	Nov. 09, 2020
Entity Registrant Name	Investar Holding Corp
Entity Incorporation, State or Country Code	LA
Entity File Number	001-36522
Entity Tax Identification Number	27-1560715
Entity Address, Address Line One	10500 Coursey Blvd.
Entity Address, City or Town	Baton Rouge
Entity Address, State or Province	LA
Entity Address, Postal Zip Code	70816
City Area Code	225
Local Phone Number	227-2222
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common stock, $1.00 par value per share
Trading Symbol	ISTR
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false
Entity Central Index Key	0001602658
Amendment Flag	false