SCHEDULE: Castle Creek Capital Reports 9.9% Stake in Northpointe

Castle Creek Capital Partners VII, LP and its affiliate have reported a 9.9% beneficial ownership stake in Northpointe Bancshares, Inc., totaling 3,137,091 shares.

Summary

• Castle Creek Capital Partners VII, LP and Castle Creek Capital VII LLC collectively reported beneficial ownership of 3,137,091 shares of Northpointe Bancshares, Inc. Common Stock.
• This ownership represents approximately 9.9% of the Issuer's Voting Common Stock issued and outstanding as of June 30, 2025.
• The reported shares include 2,508,929 shares of Voting Common Stock directly held by Fund VII and 628,162 shares of Voting Common Stock issuable upon conversion of Non-Voting Common Stock, subject to a 9.9% contractual and regulatory ownership cap.
• The calculation of the 9.9% stake is based on 31,687,790 shares of Voting Common Stock outstanding, which includes 31,059,628 shares reported in the Company's May 15, 2025 Form 10-Q, plus the 628,162 convertible shares.
• Excluded from the beneficial ownership calculation are 2,676,869 shares of Non-Voting Common Stock and 120,000 depositary shares (representing Series A Preferred Stock) held by affiliates, as they are not convertible within 60 days due to the ownership cap.

Sentiment

Score: 6

Explanation: The filing is neutral to slightly positive, indicating a significant, passive investment by an institutional investor, which can be viewed as a vote of confidence without implying active management involvement or specific financial performance.

Positives

• The filing indicates a significant, passive investment by Castle Creek Capital, suggesting confidence in Northpointe Bancshares, Inc.

Risks

• Castle Creek Capital's beneficial ownership is subject to a 9.9% contractual and regulatory ownership cap, limiting their ability to acquire additional voting shares without triggering further regulatory scrutiny or requiring a different filing type (e.g., Schedule 13D).

Future Outlook

This filing is a disclosure of beneficial ownership and does not contain forward-looking statements or guidance from the issuer.

Industry Context

This filing reflects an investment firm's significant, passive stake in a financial institution, a common practice in the banking sector where strategic investments are made in regional or community banks.

Comparison to Industry Standards

• Not applicable to this type of filing, as this document reports an investor's beneficial ownership, not the issuer's financial performance or project results.

Stakeholder Impact

• Shareholders may view this significant stake by an institutional investor as a positive signal, potentially increasing investor confidence in the company.

Key Dates

Keywords

Northpointe Bancshares, Castle Creek Capital, Beneficial Ownership, SEC Filing, Schedule 13G, Common Stock, Investment, Financial Services, Banking