# First Foundation Inc. (FFWM) — merger/definitive [completed]
Source: SEC API (secapi.ai) · situation sit_00897eeaee67ae6066c6 · retrieved 2026-08-11T16:10:48.976Z

## Overview
FirstSun Capital Bancorp is a financial holding company headquartered in Denver, Colorado, providing deposit, lending, treasury management, wealth management and online banking products and services through its subsidiaries Sunflower Bank, N.A. and First National 1870; First Foundation Inc. is a financial services company headquartered in Irving, Texas, offering banking, trust, and wealth managem…

FirstSun Capital Bancorp and First Foundation Inc. entered into an Agreement and Plan of Merger dated October 27, 2025, under which First Foundation will merge with and into FirstSun, with FirstSun as the surviving corporation. Each share of First Foundation common stock will be converted into the right to receive 0.16083 of a share of FirstSun common stock, plus cash in lieu of fractional shares. The merger will create a combined entity with approximately $17 billion in assets, and FirstSun plans to implement a comprehensive balance sheet repositioning strategy involving the sale, securitization, or run-off of select First Foundation loans and reduction in higher-cost funding sources. Stockholder meetings are scheduled for February 27, 2026, with the merger expected to close in the second quarter of 2026, subject to regulatory approvals and other customary closing conditions.

## Terms
- Counterparty: FirstSun Capital Bancorp · Consideration: stock · Stake: 40.5% · Price/share: $0.16083

## Key dates
- Record 2026-01-09 · Vote 2026-02-27 · Expected close 2026-06-30 · Completed 2026-04-01

## Timeline
- 2026-01-15 · DEFM14A (0001552781-26-000021): DEFM14A - First Foundation Inc. — *FirstSun Capital Bancorp is a financial holding company headquartered in Denver, Colorado, providing deposit, lending, treasury management, wealth management and online banking products and services through its subsidiaries Sunflower Bank, N.A. and First National 1870; First Foundation Inc. is a financial services company headquartered in Irving, Texas, offering banking, trust, and wealth managem…* FirstSun Capital Bancorp and First Foundation Inc. entered into an Agreement and Plan of Merger dated October 27, 2025, under which First Foundation will merge with and into FirstSun, with FirstSun as the surviving corporation. Each share of First Foundation common stock will be converted into the right to receive 0.16083 of a share of FirstSun common stock, plus cash in lieu of fractional shares. The merger will create a combined entity with approximately $17 billion in assets, and FirstSun plans to implement a comprehensive balance sheet repositioning strategy involving the sale, securitization, or run-off of select First Foundation loans and reduction in higher-cost funding sources. Stockholder meetings are scheduled for February 27, 2026, with the merger expected to close in the second quarter of 2026, subject to regulatory approvals and other customary closing conditions.
  https://www.sec.gov/Archives/edgar/data/1413837/0001552781-26-000021.txt
- 2026-02-06 · 425 (0001104659-26-011614): 425 - First Foundation Inc. — *First Foundation Inc. is a Delaware corporation and state commercial bank holding company.* First Foundation Inc. and FirstSun Capital Bancorp, which entered into an Agreement and Plan of Merger on October 27, 2025, executed Amendment No. 1 to the Merger Agreement on February 6, 2026. The Amendment modifies the Certificate of Amendment to FirstSun's Amended and Restated Certificate of Incorporation regarding non-voting common stock conversion rights. Specifically, the Amendment removes the prior ability of non-voting common stock holders to convert shares based on a 4.99% ownership threshold and replaces it with a provision permitting conversion only when FirstSun takes a "Diluting Action" (such as issuance of additional voting securities) that reduces a holder's percentage ownership, and only to the extent the conversion does not result in the holder acquiring a higher percentage of voting securities than held immediately prior to the diluting action. The Amendment does not modify any other terms of the Merger Agreement, including merger consideration, exchange ratio, voting mechanics, or other economic terms.
  https://www.sec.gov/Archives/edgar/data/1413837/0001104659-26-011614.txt
- 2026-04-01 · 8-K (0001104659-26-038418): 8-K FORM 8-K
  https://www.sec.gov/Archives/edgar/data/1413837/000110465926038418/tm2610118d2_8k.htm

## Citations
- 0001552781-26-000021 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000155278126000021
- 0001104659-26-011614 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000110465926011614
- 0001104659-26-038418 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000110465926038418