Bank First Corp 8-K

What Happened

• Bank First Corporation announced completion of its previously disclosed merger with Centre 1 Bancorp, Inc., effective January 1, 2026. At the same time, Centre’s bank, The First National Bank and Trust Company, merged into Bank First, N.A., with Bank First, N.A. continuing as the surviving bank.
• The merger follows the Agreement and Plan of Merger dated July 17, 2025, and BFC issued approximately 1,382,978 shares of its common stock to former Centre shareholders. Centre shareholders received 0.9200 shares of BFC common stock for each Centre share and cash in lieu of fractional shares. Each outstanding BFC common share remained outstanding and was unaffected.

Key Details

• Effective date: January 1, 2026 (merger completed).
• Exchange ratio: 0.9200 BFC shares per Centre share; cash paid for fractional shares.
• BFC to issue ~1,382,978 shares to former Centre shareholders.
• BFC filed a press release on January 2, 2026 (Exhibit 99.1) announcing completion.
• BFC expects to file the acquired-business financial statements and pro forma financial information on Form 8-K/A within 71 calendar days.

Why It Matters

• This is an acquisition-related transaction that increases BFC’s outstanding shares and combines Centre’s operations into Bank First, N.A., which may affect BFC’s balance sheet, assets, and future earnings (pro forma financials to follow).
• Investors should watch for the follow-up 8-K/A filings with the acquired business financials and pro forma results to understand the transaction’s impact on BFC’s financials, capital, and per-share metrics.