Glacier Bancorp Files 8-K

Ticker: GBCI · Form: 8-K · Filed: Jan 13, 2025 · CIK: 868671

Sentiment: neutral

Topics: 8-K, disclosure, financials

TL;DR

Glacier Bancorp filed an 8-K on Jan 13, 2025, with updates and financial info.

AI Summary

Glacier Bancorp, Inc. filed an 8-K on January 13, 2025, reporting on various events. The filing includes information related to Regulation FD disclosures, other events, and financial statements and exhibits. The company's principal executive offices are located at 49 Commons Loop, Kalispell, Montana.

Why It Matters

This 8-K filing provides important updates and disclosures for Glacier Bancorp, Inc., which could impact investor understanding of the company's current status and regulatory compliance.

Risk Assessment

Risk Level: low — This filing is a routine 8-K report and does not appear to contain any immediately alarming or significant negative news.

Key Players & Entities

FAQ

What is the primary purpose of this 8-K filing for Glacier Bancorp, Inc.?

The primary purpose is to report on Regulation FD disclosures, other events, and to file financial statements and exhibits as of January 13, 2025.

When was the earliest event reported in this filing?

The earliest event reported in this filing was on January 13, 2025.

Where are Glacier Bancorp, Inc.'s principal executive offices located?

Glacier Bancorp, Inc.'s principal executive offices are located at 49 Commons Loop, Kalispell, Montana 59901.

What is the IRS Employer Identification Number for Glacier Bancorp, Inc.?

The IRS Employer Identification Number for Glacier Bancorp, Inc. is 81-0519541.

Under which section of the Securities Exchange Act of 1934 is this report filed?

This report is filed pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934.

Filing Stats: 1,474 words · 6 min read · ~5 pages · Grade level 13.9 · Accepted 2025-01-13 16:33:42

Key Financial Figures

Filing Documents

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure On January 13, 2025, Glacier Bancorp, Inc. ("GBCI") issued a press release regarding the matters described in Item 8.01 of this current report on Form 8-K, a copy of which is furnished as Exhibit 99.1 and is incorporated herein by reference. Attached as Exhibit 99.2 and incorporated by reference herein is an investor presentation dated January 13, 2025, that will be used by GBCI in its presentation regarding the matters described in Item 8.01 of this current report on Form 8-K. The information in this Item 7.01, including Exhibits 99.1 and 99.2, is furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to liabilities under that section, and shall not be deemed to be incorporated by reference into the filings of GBCI under the Securities Act of 1933 or the Exchange Act, regardless of any general incorporation language in such filings.

01 Other Events

Item 8.01 Other Events On January 13, 2025, GBCI and its wholly owned subsidiary, Glacier Bank, entered into a Plan and Agreement of Merger (the "Merger Agreement") with Bank of Idaho Holding Co. ("BOID") and its wholly owned subsidiary, Bank of Idaho. Under the terms of the Merger Agreement, BOID will merge with and into GBCI, with GBCI as the surviving entity (the "Holding Company Merger"). Immediately thereafter, Bank of Idaho will merge with and into Glacier Bank, with Glacier Bank surviving as a wholly owned subsidiary of GBCI (the "Bank Merger"). Following the Bank Merger, the former branches of Bank of Idaho will be integrated with Glacier Bank's existing divisions operating in Idaho and eastern Washington. Concurrently with the execution of the Merger Agreement, the directors, certain executive officers, and certain shareholders owning more than 5% of BOID's outstanding common stock entered into voting agreements with GBCI pursuant to which each such director, executive officer, or shareholder in his, her or its capacity as a shareholder, has agreed, among other things, to vote shares of BOID common stock in favor of the proposed transactions contemplated by the Merger Agreement. As of the date of this report, the anticipated merger consideration has a total aggregate value of $245.4 million (based on the closing price of $47.70 for GBCI common stock on January 10, 2025). Consummation of the transaction is subject to receipt of required regulatory approvals, BOID shareholder approval, and other customary conditions of closing. It is currently anticipated that the closing of the trans

Forward-Looking Statements

Forward-Looking Statements This current report on Form 8-K contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified by words such as "estimate," "anticipate," "expect," "will," and similar references to future periods. Such forward-looking statements include but are not limited to statements regarding the expected closing of the transaction and its timing and the potential benefits of the business combination transaction involving GBCI and BOID, including future financial and operating results, the combined company's plans, objectives, expectations and intentions, and other statements that are not historical facts regarding either company or the proposed combination of the companies. These forward-looking statements are subject to risks and uncertainties, many of which are outside of our control, that may cause actual results or events to differ materially from those projected, including but not limited to the following: risks that the merger transaction will not close when expected or at all because required regulatory, shareholder or other approvals or conditions to closing are delayed or not received or satisfied on a timely basis or at all; risks that the benefits from the transaction may not be fully realized or may take longer to realize than expected, including as a result of changes in general economic and market conditions, interest and exchange rates, monetary policy, laws and regulations and their enforcement, and the degree of competition in the geographic and business areas in which GBCI and BOID operate; uncertainties regarding the ability of Glacier Bank and Bank of Idaho to promptly and effectively integrate their businesses, including into Glacier Bank's existing division structure; changes in business and operational strategies that may occur between signing and closing; uncertainties regarding the reaction to the transaction of the companies' resp

01 FINANCIAL STATEMENTS AND EXHIBITS

Item 9.01 FINANCIAL STATEMENTS AND EXHIBITS (d) Exhibits 99.1 Press Release dated January 13, 2025 99.2 Investor Presentation dated January 13, 2025 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Dated: January 13, 2025 GLACIER BANCORP, INC. /s/ Randall M. Chesler By: Randall M. Chesler President and Chief Executive Officer

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