Guaranty Bancshares Files 8-K

TL;DR

Guaranty Bancshares filed an 8-K, but no juicy details yet.

AI Summary

Guaranty Bancshares, Inc. (TX) filed an 8-K on September 9, 2025, reporting other events and financial statements. The filing does not contain specific financial figures or details about the nature of the 'other events' beyond its classification.

Why It Matters

This filing indicates Guaranty Bancshares, Inc. has made a regulatory submission, but lacks specific details on the events or financial information being reported.

Risk Assessment

Risk Level: low — The filing is a standard 8-K for 'Other Events' and 'Financial Statements and Exhibits' without disclosing specific material events or financial impacts.

Key Players & Entities

• GUARANTY BANCSHARES INC /TX/ (company) — Registrant
• September 9, 2025 (date) — Filing Date
• Texas (location) — State of Incorporation

FAQ

Key Financial Figures

• $1.00 — ch registered Common Stock, par value $1.00 per share GNTY New York Stock Excha
• $292,199,000 — n the Merger Agreement) is in excess of $292,199,000, plus the amount of any capital attribu

Filing Documents

• gnty-20250909.htm (8-K) — 64KB
• gnty-ex99_1.htm (EX-99.1) — 21KB
• 0001058867-25-000005.txt ( ) — 204KB
• gnty-20250909.xsd (EX-101.SCH) — 28KB
• gnty-20250909_htm.xml (XML) — 5KB

01. Other Events

Item 8.01. Other Events. As previously disclosed, on June 24, 2025, Guaranty Bancshares, Inc. (the "Company"), the parent company of Guaranty Bank & Trust, N.A. (the "Bank"), and the Bank entered into a Plan and Agreement of Merger (the "Merger Agreement") with Glacier Bancorp, Inc. ("GBCI") and its wholly-owned subsidiary, Glacier Bank, pursuant to which, subject to the satisfaction or waiver of certain conditions set forth in the Merger Agreement, the Company will merge with and into GBCI (the "Merger"), with GBCI surviving the Merger. Under the Merger Agreement, if the GNTY Closing Capital (as defined in the Merger Agreement) is in excess of $292,199,000, plus the amount of any capital attributable to the exercise of Company stock options after March 31, 2025, if any (the "Closing Capital Requirement"), the Company may, prior to the effective date of the Merger, declare and pay a special cash dividend to its shareholders in an amount equal to the positive differential between the GNTY Closing Capital and the Closing Capital Requirement, after taking into account any equitable adjustments made to the terms of Company stock options (the "Special Dividend"). On September 9, 2025, the Company announced that the Board of Directors of the Company (the "Board") has fixed September 19, 2025 as the record date for determining the holders of the Company common stock entitled to be paid the Special Dividend, if the Special Dividend is declared by the Board. As of the date hereof, the Board has not declared the Special Dividend or fixed the amount of the Special Dividend or its payment date. In order to be paid the Special Dividend, if declared, holders of the Company common stock must hold their shares as of the close of business on September 19, 2025. The amount of the Special Dividend and the payment date of the Special Dividend, if declared, will be disclosed by the Company prior to the closing of the transactions contemplated by the Merger Agreement (the "Closing"

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 the Company and GBCI, 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 the Company's control, that may cause actual results or events to differ materially from those projected, including but not limited to the following: risks that the proposed 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 the Company and GBCI operate; uncertainties regarding the ability of Glacier Bank and the Bank 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 transa

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits (d) Exhibits. Exhibit Number Description of Exhibit 99.1 Press Release dated September 9, 2025, announcing record date for conditional special cash dividend on its common stock 104 Cover Page Interactive File (formatted as Inline XBRL)

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: September 9, 2025 GUARANTY BANCSHARES, INC. By: /s/ Tyson T. Abston Name: Tyson T. Abston Title: Chairman of the Board and Chief Executive Officer

View Full Filing

View this 8-K filing on SEC EDGAR