First Seacoast Bancorp, Inc. 8-K

What Happened
First Seacoast Bancorp, Inc. (the holding company of First Seacoast Bank) announced on May 4, 2026 that it entered into a definitive Agreement and Plan of Merger with Cambridge Financial Group, Inc. Under the agreement each outstanding share of First Seacoast common stock will be converted into the right to receive $17.25 in cash (without interest). The transaction also contemplates a simultaneous merger at the bank level in which First Seacoast Bank will merge into Cambridge Savings Bank, with Cambridge Savings Bank as the surviving institution. A joint press release was issued on May 5, 2026.

Key Details

• Purchase price: $17.25 in cash per share for each outstanding First Seacoast common share.
• Execution date and announcement: Merger Agreement dated May 4, 2026; press release on May 5, 2026.
• Approvals & timing: Transaction is subject to regulatory approvals and First Seacoast stockholder approval; closing is expected in the third quarter of 2026.
• Other terms: Directors and certain executives entered voting agreements to support the merger; First Seacoast may pay Cambridge Financial a $3.5 million termination fee if the company terminates the Merger Agreement under specified circumstances.

Why It Matters
This is a cash acquisition that would convert each share of First Seacoast into $17.25, giving shareholders a definite cash value pending approvals. The director and executive voting agreements increase the likelihood the deal will receive shareholder approval, but the transaction still requires regulatory sign-off. Investors should note the expected Q3 2026 close timeline and the $3.5 million termination fee, which are material aspects of the deal structure.