Item 2.02. Results of Operations and Financial Condition.



(a)On April 20, 2023, Texas Capital Bancshares, Inc. (the "Company") issued a
press release and made available presentation slides regarding its operating and
financial results for its fiscal quarter ended March 31, 2023. A copy of the
press release is attached hereto as Exhibit 99.1. A copy of the presentation is
attached hereto as Exhibit 99.2.

The information in Item 2.02 of this report (including Exhibits 99.1 and 99.2)
shall not be deemed "filed" for purposes of Section 18 of the Securities
Exchange Act of 1934, as amended, or otherwise subject to the liability of that
section, nor shall such information be deemed incorporated by reference in any
filing under the Securities Act of 1933, as amended, or the Exchange Act of
1934, as amended, except as expressly set forth by specific reference in such a
filing.

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.



As previously reported in the Company's proxy statement for the 2023 Annual
Meeting of Stockholders as filed with the U.S. Securities and Exchange
Commission ("SEC") on March 9, 2023 ("2023 proxy statement"), Larry L. Helm
retired from the Company's board of directors effective April 18, 2023 pursuant
to the Company's director retirement guidelines. Effective April 18, 2023, the
Board of Directors appointed Robert W. Stallings as Chairman of the Board and
also elected Laura L. Whitley as a new member of the Board. Ms. Whitley will
serve as a member of the Board's Risk Committee.

In connection with her election, Ms. Whitley was granted 1,631 restricted stock
units under the Company's 2022 Long-Term Incentive Plan, which will vest on the
first anniversary of the date of grant. Ms. Whitley will receive cash
compensation commensurate with that received by the Company's other
non-management directors, as described in the Company's 2023 proxy statement.
The Company will enter into a standard director indemnity agreement with Ms.
Whitley, a form of which was filed with the SEC as Exhibit 10.14 to the
Company's Annual Report on Form 10-K on February 21, 2014.

Biographical Information

Ms. Whitley, age 62, currently serves as Chief Financial Officer for Urban
Strategies, as Dallas-based non-profit organization that equips, resources and
connects faith- and community-based organizations engaged in community
transformation to help families reach their fullest potential. Previously, Ms.
Whitley served Bank of America for nearly 35 years in a variety of increasingly
responsible capacities, including building and leading its global commercial
banking business as head of Middle Market Banking, Business Banking, Credit and
Treasury Management Services and Bank of America Business Capital. She also led
Bank of America's Private Bank and Consumer Banking Services business, and she
was a member of the firm's Operating Committee.


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Item 5.07. Submission of Matters to a Vote of Security Holders.

On April 18, 2023, the Company held its Annual Meeting. The matters voted on at the Annual Meeting and final voting results are summarized below.



Proposal 1 - A Company proposal to elect eleven directors each to serve until
the next annual meeting of stockholders or until their successors are elected
and qualified:

                                                                            Number of Shares
                  Nominee                                   Voted For                           Votes Withheld                       Broker Non-Votes
Paola M. Arbour                                         42,839,351                              955,644                            2,365,191
Jonathan E. Baliff                                      43,447,962                              347,033                            2,365,191
James H. Browning                                       42,188,410                            1,606,585                            2,365,191
Rob C. Holmes                                           43,068,230                              726,765                            2,365,191
David S. Huntley                                        42,355,453                            1,433,201                            2,371,532
Charles S. Hyle                                         43,453,447                              341,548                            2,365,191
Thomas E. Long                                          36,975,450                            6,813,204                            2,371,532
Elysia Holt Ragusa                                      37,040,341                            6,748,313                            2,371,532
Steven P. Rosenberg                                     41,749,511                            2,039,143                            2,371,532
Robert W. Stallings                                     41,229,320                            2,565,675                            2,365,191
Dale W. Tremblay                                        38,012,040                            5,782,955                            2,365,191

Each of the eleven director nominees was elected to serve until the next annual meeting of stockholders or until their successors are elected and qualified.

Proposal 2 - A Company proposal to ratify the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the year ending December 31, 2023:



                                                  Number of Shares
             Voted For                  Voted Against             

Abstentions            Broker Non-Votes
         45,541,138                  602,384                    16,664                      -

The appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the year ending December 31, 2023 was ratified.




Proposal 3 - A Company proposal to approve, on an advisory basis, the 2022
compensation of the Company's named executive officers as disclosed in the Proxy
Statement:

                                                  Number of Shares
           Voted For                    Voted Against                Abstentions            Broker Non-Votes
       29,393,884                   14,367,778                    33,333                  2,365,191

The 2022 compensation of the Company's named executive officers was approved on an advisory basis.

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Proposal 4 - A Company proposal to approve, on an advisory basis, the frequency of the Company's say on pay vote:



                                                       Number of Shares
           1 Year                   2 Year                3 Year                Abstentions            Broker Non-Votes
      40,395,401                 6,579               3,366,890               26,125                  2,365,191

The frequency of the Company's say on pay vote was approved at 1 Year.

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Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

99.1 Press Release, dated April 20 , 2023 announcing Texas Capital Bancshares, Inc.'s operating and financial results for its fiscal quarter

ended March 31, 2023

99.2 Presentation dated April 20 , 2023 discussing Texas Capital Bancshares, Inc.'s operating and financial results for its fiscal quarter

ended March 31, 2023

104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

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