FIRSTSUN CAPITAL BANCORP

FIRSTSUN CAPITAL BANCORP: Shareholder Approval Paves Way for First Foundation Merger

FIRSTSUN CAPITAL BANCORP has taken a significant step toward its merger with First Foundation Inc. Shareholders have given their overwhelming approval, bringing the combined entity closer to reality. This summary provides investors with a clear breakdown of these key developments.

1. The Core Event: Shareholders Greenlight Merger with First Foundation Inc.

On February 27, 2026, FIRSTSUN CAPITAL BANCORP (FSFN) announced that its shareholders overwhelmingly approved the proposed merger with First Foundation Inc. (FFIN) at a special meeting. This crucial vote brings the integration of First Foundation with FirstSun significantly closer.

Shareholders also approved two key proposals essential for the merger's mechanics:

• Increased Authorized Common Shares: FSFN increased its authorized common shares by 100 million, raising the total from 50 million to 150 million. This ensures FirstSun has enough shares to issue to First Foundation shareholders as part of the merger.
• Creation of Non-Voting Common Stock: Shareholders approved a new class of "non-voting common stock." This stock will go to certain former First Foundation shareholders, allowing them to maintain an equity stake in the combined company without triggering specific ownership thresholds that could lead to additional regulatory requirements or affect control.

Key Merger Terms: First Foundation shareholders will receive 1.33 shares of FIRSTSUN CAPITAL BANCORP common stock for each First Foundation Inc. common share they own.

2. Strategic Rationale: Building a Stronger, More Diverse Bank

This merger will significantly expand FirstSun's scale, market presence, and financial capabilities. By joining forces with First Foundation, FirstSun aims to:

• Enhance Geographic Reach: Expand into new, attractive markets, particularly in the Western U.S., leveraging First Foundation's established footprint.
• Diversify Revenue Streams: Broaden its product and service offerings, including wealth management and specialized lending, to serve a wider client base.
• Achieve Cost Synergies: Realize an estimated 25% in annual cost savings through operational efficiencies, technology integration, and reduced overhead, thereby enhancing profitability.
• Strengthen Competitive Position: Create a larger, more competitive regional bank better equipped to serve customers and compete with larger institutions.

The issuance of additional common shares and the creation of non-voting stock are practical steps that facilitate the share exchange, manage the post-merger ownership structure, and address potential regulatory considerations.

3. Expected Impact: A Larger Financial Footprint

Upon completion, the combined entity is projected to have:

• Approximately $34 billion in total assets.
• Around $28 billion in total deposits.
• A robust network of over 100 branch locations across multiple states.

Management anticipates the merger will boost FirstSun's earnings per share (EPS) by approximately 15% in the first full year post-closing, excluding one-time merger-related costs. Expected cost synergies and revenue growth opportunities will drive this increase. The increased scale should also improve efficiency ratios and enhance long-term shareholder value.

4. Key Stakeholders Affected

• Customers: First Foundation customers will transition to FirstSun, potentially gaining access to an expanded branch network, new digital banking tools, and a broader suite of financial products and services.
• Employees: The integration will create new opportunities within the larger organization, though some roles may be consolidated as operations merge.
• Investors: This approval significantly de-risks the merger, making completion highly probable. FirstSun's stock price may react to this increased certainty and the market's perception of the combined company's future prospects. Upon closing, First Foundation shareholders will receive FirstSun shares (1.33 shares per FFIN share), with some receiving the new non-voting class.
• The Banking Industry: The creation of a larger, more diversified regional bank will alter the competitive landscape in the markets where both institutions operate.

5. Looking Ahead: Next Steps and Potential Risks

With shareholder approval secured, the focus now shifts to:

• Regulatory Approvals: Obtaining the remaining necessary approvals from banking regulators.
• Closing Conditions: Fulfilling all other customary closing conditions.
• Expected Closing: The merger is expected to close in the second quarter of 2026.

Longer-term, the combined company will embark on a comprehensive integration process, merging systems, aligning branding, and consolidating operations to realize the projected synergies and strategic benefits.

Potential Risks: Investors should be aware that mergers, particularly of this size, carry inherent risks, including:

• Integration Challenges: Difficulties in combining operations, technology platforms, and corporate cultures.
• Regulatory Delays: Unforeseen delays or conditions imposed by regulatory bodies.
• Loss of Key Personnel or Customers: Potential attrition of employees or clients during the transition.
• Failure to Realize Synergies: The inability to achieve the anticipated cost savings or revenue growth.
• Market Conditions: Adverse changes in economic or market conditions post-merger.

6. Investor Takeaways: What You Need to Know

• Merger Certainty: Shareholder approval is a major milestone, significantly increasing the likelihood of the merger closing.
• Financial Impact: Focus on the projected EPS accretion, cost synergies, and the pro forma financial scale of the combined entity. These metrics are key to understanding the potential value creation.
• New Ownership Structure: Be aware of the increased number of common shares and the introduction of non-voting common stock, which will impact the overall ownership landscape.
• Monitor Progress: Keep an eye on further announcements regarding regulatory approvals, the definitive closing date, and updates on integration plans and risk mitigation strategies.
• Due Diligence: This summary provides a high-level overview. For detailed financial projections, risk factors, and the complete terms of the transaction, always refer to the official SEC filings, including the joint proxy statement/prospectus.