National Bank Holdings Corp 8-K

What Happened

• On February 10, 2026, National Bank Holdings Corporation (NBHC) posted an updated investor presentation on its website and filed an 8-K (Exhibit 99.1) noting it may use the deck in investor and analyst presentations. The presentation discusses NBHC’s strategy and the proposed acquisition of Vista Bancshares, Inc. and contains forward‑looking statements about the transaction and future financial performance.
• NBHC also disclosed that it has filed a Registration Statement on Form S-4 with the SEC to register NBHC common shares to be issued to Vista shareholders in connection with the proposed transaction; the S-4 includes a proxy statement/prospectus that will be sent to Vista shareholders when available.

Key Details

• Date posted: February 10, 2026; investor deck attached as Exhibit 99.1 and available at www.nationalbankholdings.com (Events & Presentations).
• NBHC filed a Form S-4 to register shares for the proposed Vista acquisition; the S-4 contains the proxy statement/prospectus for Vista shareholders.
• Presentation includes forward‑looking statements and an extensive cautionary note listing risks (e.g., need for regulatory and shareholder approvals, potential delays such as a U.S. federal government shutdown, credit and liquidity risks).
• Communication is informational only and is not an offer to buy or sell securities.

Why It Matters

• The investor deck and the Form S-4 are primary sources for transaction terms, expected benefits, and management’s forecasts—important for investors tracking NBHC’s acquisition strategy and potential dilution or capital impacts.
• Because the materials include forward‑looking projections and identified risks (including regulatory approvals and market/credit uncertainties), investors should review the S-4 and presentation carefully when the proxy/prospectus is available and monitor SEC filings for updates.