424B5 1 sfst4621781-424b5.htm PRELIMINARY PROSPECTUS SUPPLEMENT

The information in this preliminary prospectus supplement relates to an effective registration statement, but is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell securities and are not soliciting an offer to buy these securities in any state or jurisdiction where the offer or sale is not permitted.

Filed Pursuant to Rule 424(b)(5)

Registration Statement Number 333-293279

Subject to Completion dated April 15, 2026

Preliminary Prospectus Supplement

To the Prospectus Dated February 6, 2026

Shares

Common Stock

We are offering shares of our common stock, par value $0.01 per share, at a public offering price of $ per share. Our common stock is traded on The Nasdaq Global Market under the symbol “SFST.” On April 14, 2026, the last reported sale price of our common stock on The Nasdaq Global Market was $58.85 per share.

Investing in our common stock involves risks. Please carefully read the “Risk Factors” beginning on page S-9 of this prospectus supplement and appearing in our Annual Report on Form 10-K for the period ended December 31, 2025 for a discussion of certain factors that you should consider before making your investment decision.

	Per Share	Total
Public offering price	$	$
Underwriting discount⁽¹⁾	$	$
Proceeds to us, before expenses	$	$

(1)	See “Underwriting” beginning on page S-16 for disclosure regarding the underwriting discounts, expenses payable to the underwriters and proceeds to us, before expenses.

The shares of our common stock are being offered through the underwriters on a firm commitment basis. We have granted the underwriters the right to purchase up to additional shares of our common stock at the public offering price, less the underwriting discount. If the underwriters exercise their option in full, the total underwriting discounts and commissions payable by us will be $ and the total proceeds to us, before expenses, will be $ .

About This Prospectus Supplement	S-1
Special Note Regarding Forward-Looking Statements	S-2
Prospectus Supplement Summary	S-4
The Offering	S-8
Risk Factors	S-9
Use of Proceeds	S-13
Capitalization	S-14
Description of Our Capital Stock	S-15
Underwriting	S-16
Legal Matters	S-19
Experts	S-19
Where You Can Find More Information	S-19
Incorporation of Certain Information by Reference	S-19

	Page
About this Prospectus	1
Incorporation of Certain Information by Reference	2
Risk Factors	3
Special Note Regarding Forward-Looking Statements	4
Prospectus Summary	6
Southern First Bancshares, Inc.	8
Use of Proceeds	8
Plan of Distribution	8
Description of Debt Securities	11
Description of Preferred Stock	18
Description of Depositary Shares	20
Description of Common Stock	24
Description of Purchase Contracts	25
Description of Units	25
Description of Warrants	25
Description of Rights	27
Anti-Takeover Effects of Certain Articles of Incorporation Provisions	28
Validity of Securities	29
Experts	29
Where You Can Find More Information	29

	Three Months Ended March 31, 2026 Preliminary⁽²⁾	Three Months Ended December 31, 2025 Actual
Net income	approximately $9.9 million	$9.857 million
Net interest income	approximately $30.3 million (including $543 thousand in interest recoveries)	$28.744 million
Net interest margin (tax-equivalent)⁽¹⁾	approximately 2.88%	2.72%
Provision for credit losses	approximately $1.3 million (including approximately $150 thousand for unfunded commitments)	—
Noninterest income	approximately $3.5 million	$3.090 million
Noninterest expense	approximately $20.0 million	$18.416 million
Return on average assets	approximately 0.9%	0.90%
Return on average equity	approximately 10.7%	10.77%
Efficiency ratio⁽³⁾	approximately 59.2%	56.93%

	As of March 31, 2026 Preliminary⁽⁴⁾	As of December 31, 2025 Actual
Total loans (excluding loans held for sale)⁽¹⁾	approximately $3.94 billion	$3.845 billion
Total deposits	approximately $3.87 billion	$3.717 billion
Retail deposits⁽²⁾	approximately $3.37 billion	$3.164 billion
Nonperforming assets / total assets	approximately 0.26%	0.32%
Annualized net charge-offs / average loans	approximately 0.01%	—
Tangible common equity / tangible assets⁽³⁾	approximately 8.3%	8.37%
Tier 1 leverage ratio	approximately 9.1%	8.93%
Common equity Tier 1 capital ratio	approximately 11.0%	11.06%
Tier 1 risk-based capital ratio	approximately 11.4%	11.44%
Total risk-based capital ratio	approximately 12.8%	12.89%

($000s)	As of March 31, 2026 (Preliminary)⁽²⁾	As of December 31, 2025 (Actual)
Total common equity	379,413	368,657
Goodwill	—	—
Other intangibles	—	—
Less: total intangible assets	—	—
Tangible common equity	379,413	368,657
Total assets	4,578,402	4,403,494
Goodwill	—	—

($000s)	As of March 31, 2026 (Preliminary)⁽²⁾		As of December 31, 2025 (Actual)
Other intangibles	—		—
Less: total intangible assets	—		—
Tangible assets	4,578,402		4,403,494
Tangible Common Equity / Tangible Assets⁽¹⁾	8.29	%	8.37	%

($000s)	Three Months Ended March 31, 2026 (Preliminary)⁽²⁾		Three Months Ended December 31, 2025 (Actual)
GAAP-based efficiency ratio	59.22	%	57.85	%
Net interest income	30,259		28,744
Noninterest income	3,540		3,090
Total revenue	33,799		31,834
Less: net gains on sale of securities	—		(515	)
Adjusted total revenue	33,799		32,349
Total noninterest expense	20,015		18,416
Efficiency Ratio⁽¹⁾	59.22	%	56.93	%

Issuer	Southern First Bancshares, Inc.

Shares offered	shares (or shares if the underwriters exercise in full their option to purchase additional shares).

Offering price	$ per share.

Option to purchase additional shares	We have granted the underwriters an option, exercisable not later than 30 days after the date of this prospectus supplement, to purchase up to an additional shares of our common stock (equal to 15% of the shares offered) on the same terms and conditions set forth above.

Shares outstanding after completion of the offering	shares (or shares if the underwriters exercise in full their option to purchase additional shares).

Use of proceeds	We intend to use the net proceeds of the offering for general corporate purposes, which may include supporting organic growth initiatives, providing capital to our bank subsidiary, redeeming or repurchasing outstanding indebtedness, including subordinated debt, and for working capital purposes. See “Use of Proceeds” on page S-13.

Trading market	Our common stock is traded on The Nasdaq Global Market.

Trading symbol	SFST

Dividends and distributions	We have not declared or paid any cash dividends on our common stock since our inception. For the foreseeable future, we do not intend to declare cash dividends. We intend to retain earnings to grow our business and strengthen our capital base. For additional information, see “Risk Factors — Risks Related to Our Common Stock and this Offering.”

Risk factors	Investing in our common stock involves risks. You should carefully consider the information under “Risk Factors” beginning on page S-9 and the other information included or incorporated by reference in this prospectus supplement and the accompanying prospectus before investing in our common stock.

Lock-up agreements	We and each of our executive officers and directors have entered into lock-up agreements, which restrict such persons from engaging in certain transactions in our securities during the Lock-Up Period (as defined below) without the consent of the underwriters. See “Underwriting—Lock-Up Agreements” for additional information.

	December 31, 2025
(in thousands, except share data)	Actual			As Adjusted for this Offering⁽¹⁾
Cash and cash equivalents	$	269,583
Liabilities:
Deposits	$	3,716,803
Federal Home Loan Bank advances and other borrowings		240,000
Subordinated debentures		24,903
Other liabilities		53,131
Shareholders’ Equity:
Preferred stock, par value $0.01 per share, 10,000,000 shares authorized, none issued and outstanding	$	-			-
Common stock, par value $0.01 per share, 20,000,000 shares authorized, 8,213,328 shares issued and outstanding at December 31, 2025		82
Nonvested restricted stock		(1,338	)
Additional paid-in capital		125,924
Accumulated other comprehensive loss		(7,454	)
Retained earnings		251,443
Total shareholders’ equity	$	368,657		$
Total liabilities and shareholders’ equity	$	4,403,494		$
Book value per common share	$	44.89		$
Holding Company Capital Ratios:
Total risk-based capital ratio		12.89	%			%
Tier 1 risk-based capital ratio		11.44	%			%
Leverage ratio		8.93	%			%
Common equity tier 1 ratio		11.06	%			%
Common equity		8.37	%			%

Name	Number of Shares
Piper Sandler & Co.
Keefe, Bruyette & Woods, Inc.

SEC Form 424B5 filed by Southern First Bancshares Inc.