HBT Financial, Inc. 8-K

What Happened
HBT Financial, Inc. announced on Form 8‑K that it completed its previously announced merger with CNB Bank Shares, Inc. (CNB) effective March 1, 2026. Under the merger agreement, CNB became a wholly owned subsidiary and then merged into HBT Financial, and CNB’s bank subsidiary, CNB Bank & Trust, N.A., merged into Heartland Bank & Trust. CNB common stock will no longer be quoted on the OTC QX.

Key Details

• Consideration: each CNB share converted into either 1.0434 shares of HBT common stock, $27.73 in cash, or a mix; aggregate consideration is approx. $34 million in cash and ~5.5 million shares of HBT common stock. Fractional shares were paid in cash.
• Effective date: Merger closed March 1, 2026; press release announcing completion dated March 2, 2026.
• Board changes: HBT Financial and Heartland Bank added James T. Ashworth and Nancy L. Ruyle to their boards effective March 1, 2026; their terms expire at HBT’s 2026 annual meeting and they were not assigned board committees at appointment.
• Follow‑up filings: audited financial statements of the acquired business and unaudited pro forma financial information will be filed by amendment within 71 days.

Why It Matters
This transaction expands HBT Financial’s franchise through the acquisition and bank combination, using a mix of cash and stock consideration that will affect capitalization and ownership mix. Investors should note the material consideration amounts (~$34M cash and ~5.5M shares), the integration of CNB’s bank into Heartland Bank, and the addition of two former CNB directors to HBT’s boards. Financial details and pro forma results, which will show the transaction’s effect on HBT’s financials, are forthcoming within the SEC filing timeline.