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Private company

GUARANTY BANCSHARES INC /TX/

American national commercial bank that raised $35 million in 2022 (SEC Form D)1

In its 2025 annual report the company says: “We are a bank holding company, with corporate headquarters in Addison, Texas and operational headquarters in Mount Pleasant, Texas. Through our wholly-owned subsidiary, Guaranty Bank & Trust, a national banking association, we provide a wide range of relationship-driven commercial and consumer banking, as well as trust and wealth management products and services that are tailored to meet the needs of small- and medium-sized businesses, professionals and individuals.”4

Last updated Oct 21, 2026.

Overview

  • IndustryNational Commercial Banks1
  • HeadquartersMount Pleasant, Texas1
  • Incorporated inTX2
  • Business address201 South Jefferson Avenue, Mount Pleasant, Tx 754552
  • Filer categoryAccelerated filer2
  • Legal formCorporation

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Except where the context otherwise requires or where otherwise indicated, references in this Annual Report on Form 10-K to “we,” “us,” “our,” “our company,” the “Company” or “Guaranty” refer to Guaranty Bancshares, Inc. and our wholly-owned banking subsidiary, Guaranty Bank & Trust, N.A., and the terms “Bank” and "Guaranty Bank & Trust" refer to Guaranty Bank & Trust, N.A.4 From its latest annual report

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Financial statements

Net income56789$31.5M in 2024+53% since 2018
0$20.0M$40.0M$60.0M2018: $20.6M$20.6M20182019: $26.3M$26.3M2019+28%2020: $27.4M$27.4M2020+4%2021: $39.8M$39.8M2021+45%2022: $40.4M$40.4M2022+2%2023: $30.0M$30.0M2023−26%2024: $31.5M$31.5M2024+5%
Fiscal year20182019202020212022202320242025
Interest$19.5M5$23.7M6$13.1M7$7.0M8$15.4M8$59.5M8
Income before tax$48.6M8$49.3M9$37.1M9$39.0M9
Income tax$4.6M5$5.8M6$5.9M7$8.8M8$8.8M9$7.1M9$7.5M9
Net income$20.6M5$26.3M6$27.4M7$39.8M8$40.4M9$30.0M9$31.5M9
Earnings per share$1.785$2.056$2.257$3.308$3.389$2.579$2.759
Earnings per share (diluted)$1.775$2.056$2.247$3.268$3.349$2.569$2.749
Shares (weighted, basic)12.1M shares812.0M shares911.7M shares911.5M shares9
Shares (weighted, diluted)12.2M shares812.1M shares911.7M shares911.5M shares9

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Corporate structure

GUARANTY BANCSHARES INC /TX/ sits at the top of its group. 10 entities, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of GUARANTY BANCSHARES INC /TX/

  • GUARANTY BANCSHARES INC EMPLOYEE STOCK OWNERSHIP PLAN Filed SCHEDULE 13G/A on GUARANTY BANCSHARES INC /TX/, latest Feb 18, 2025 (4 filings since Feb 11, 2022)
  • Richard W. Baker Filed SCHEDULE 13G/A on GUARANTY BANCSHARES INC /TX/, latest Feb 14, 2025 (3 filings since Jan 20, 2023)
  • BlackRock Filed SC 13G on GUARANTY BANCSHARES INC /TX/, latest Nov 8, 2024 (4 filings since Jan 31, 2024)
  • GUARANTY BANCSHARES INC /TX/ Mount Pleasant, Texas
    • 2800 South Texas Avenue, LLC Subsidiary · Texas, United States
    • Caliber Guaranty Private Account, LLC Subsidiary · Texas, United States
    • DCB Financial Trust I Subsidiary · Delaware, United States
    • GB Com, Inc. Subsidiary · Texas, United States
    • Guaranty (TX) Capital Trust III Subsidiary · Delaware, United States
    • Guaranty Bank & Trust Political Action Committee Subsidiary · Texas, United States
    • Guaranty Company, Inc. Subsidiary · Texas, United States
    • Pin Oak Asset Management, LLC Subsidiary · Texas, United States
    • Pin Oak Realty Holdings, Inc. Subsidiary · Texas, United States

Built from subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What GUARANTY BANCSHARES INC /TX/ reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

ItemLatestA year beforeChange
Property and equipment, before depreciation$103.8M9 Dec 31, 2024$101.5M9 Dec 31, 2023+2.3%
Accumulated depreciation$47.8M9 Dec 31, 2024$44.4M9 Dec 31, 2023+7.5%
Property and equipment, net$56.0M9 Dec 31, 2024$57.0M9 Dec 31, 2023−1.8%
Operating-lease assets (leased space)$11.6M9 Dec 31, 2024$12.5M9 Dec 31, 2023−6.8%

Investments

ItemLatestA year beforeChange
Debt securities available for sale$340.3M9 Dec 31, 2024$196.2M9 Dec 31, 2023+73.5%
Debt securities held to maturity$334.7M9 Dec 31, 2024$404.2M9 Dec 31, 2023−17.2%
Loans, net of allowance$2.3B8 Dec 31, 2023$2.3B8 Dec 31, 2022−2.3%
Deposits held (banks)$2.7B9 Dec 31, 2024$2.6B9 Dec 31, 2023+2.2%

Intangibles and goodwill

ItemLatestA year beforeChange
Goodwill$32.2M9 Dec 31, 2024$32.2M9 Dec 31, 20230%
Accumulated amortization$7.5M9 Dec 31, 2024$7.1M9 Dec 31, 2023+6.0%
Finite-lived intangibles, net$994.0K9 Dec 31, 2024$1.4M9 Dec 31, 2023−29.9%

Properties, in its own words

As of December 31, 2024, the Bank operates 33 banking locations, all of which are located in Texas. Our principal executive office is located at 16475 Dallas Parkway, Suite 600, Addison, Texas 75001. The Bank currently operates banking locations in the following Texas locations: Austin (two locations), Georgetown (two locations), Bogata, Bryan, College Station (two locations), Commerce, Conroe, Dallas (two locations), Denton (two locations), Fort Worth, Hallsville, Houston (three locations), Longview, Mount Pleasant (two locations), Mount Vernon, New Boston, Paris (two locations), Pittsburg, Rockwall, Royse City, Sulphur Springs, and Texarkana (three locations).

As of December 31, 2024, we owned 21 of our banking locations, had one location in which we owned the building and had a long-term land lease on the real property associated with the branch, and leased the remaining 11 locations. We also own our executive headquarters in Mount Pleasant, and lease two buildings for business operations. The terms of our leases generally range from one to 11 years and give us the option to renew for subsequent terms of equal duration or otherwise extend the lease term subject to price adjustment based on market conditions at the time of renewal. We believe that the 13 leases to which we are subject are generally on terms consistent with prevailing market terms, and none of the leases are with our directors, officers, beneficial owners of more than 5% of our voting securities or any affiliates of the foregoing. We believe that our facilities are in good condition and are adequate to meet our operating needs for the foreseeable future.

Item 2 of the 10-K filed Mar 14, 2025.4

Leadership

Who has led GUARANTY BANCSHARES INC /TX/, and when. Pick a name to see everywhere that person has worked.

Chief executive

  1. Tyson T. Abston2017–now

Chair

  1. Tyson T. Abston2017–2022
  2. William Travis Brown2022–2024

President

  1. Kirk L. Lee2017–now

Chief financial officer

  1. Clifton A. Payne2017–2023
  2. Shalene A. Jacobson2024–now
20202025
Board members and other officers (20)

Named in SEC Form D filings

People the company listed in its private-offering notices.

  • DirectorCarl L. Johnson, Jr. named Mar 8, 202237
  • DirectorJames M. Nolan, Jr. named Mar 8, 202237
  • DirectorJeffrey W. Brown named Mar 8, 202237
  • DirectorRichard W. Baker named Mar 8, 202237

Subsidiaries and ownership

Subsidiaries (Exhibit 21)

  • 2800 South Texas Avenue, LLC Texas3
  • Caliber Guaranty Private Account, LLC Texas3
  • DCB Financial Trust I Delaware3
  • GB Com, Inc. Texas3
  • Guaranty (TX) Capital Trust III Delaware3
  • Guaranty Bank & Trust Political Action Committee Texas3
  • Guaranty Company, Inc. Texas3
  • Pin Oak Asset Management, LLC Texas3
  • Pin Oak Realty Holdings, Inc. Texas3

The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.

Timeline

  1. Oct 1, 20258-K Ended a material agreement; Completed an acquisition or sale; Listing notice or transfer38
  2. Sep 17, 20258-K Shareholder vote; Other events39
  3. Sep 9, 20258-K Other events40
  4. Sep 8, 20258-K Other events41
  5. Jul 21, 20258-K Results of operations42
  6. Jun 25, 20258-K Entered a material agreement; Executive or director change43
  7. Jun 24, 20258-K Regulation FD disclosure; Other events44
  8. Jun 20, 20258-K Other events45
  9. May 22, 20258-K Executive or director change; Shareholder vote46
  10. Apr 29, 20258-K New debt or obligation47
  11. Apr 21, 20258-K Results of operations; Regulation FD disclosure48
  12. Mar 31, 20258-K Other events49
  13. May 8, 2017New chief executive Tyson T. Abston becomes CEO14

Calendar

When it reported results

  1. Jul 21, 2025Reported quarterly or annual results42
  2. Apr 21, 2025Reported quarterly or annual results48
  3. Jan 21, 2025Reported quarterly or annual results50
  4. Oct 21, 2024Reported quarterly or annual results51
  5. Jul 15, 2024Reported quarterly or annual results52
  6. Apr 15, 2024Reported quarterly or annual results53
  7. Jan 16, 2024Reported quarterly or annual results54
  8. Oct 16, 2023Reported quarterly or annual results55

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

272 filings to the SEC since October 2021: 4 annual reports, 12 quarterly reports, 72 major events, 131 insider forms, 11 large holders, 1 private raises, 41 other. The latest 20:

  1. Nov 13, 2025EFFECT EDGAR
  2. Oct 14, 202515-12G EDGAR
  3. Oct 2, 20254 EDGAR
  4. Oct 2, 20254 EDGAR
  5. Oct 2, 20254 EDGAR
  6. Oct 2, 20254 EDGAR
  7. Oct 2, 20254 EDGAR
  8. Oct 2, 20254 EDGAR
  9. Oct 2, 20254 EDGAR
  10. Oct 2, 20254 EDGAR
  11. Oct 2, 20254 EDGAR
  12. Oct 2, 20254 EDGAR
  13. Oct 2, 20254 EDGAR
  14. Oct 2, 20254 EDGAR
  15. Oct 2, 20254 EDGAR
  16. Oct 2, 20254 EDGAR
  17. Oct 2, 20254 EDGAR
  18. Oct 2, 20254 EDGAR
  19. Oct 1, 2025S-8 POS EDGAR
  20. Oct 1, 2025POS AM EDGAR

The 272 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

92 open-market trades by officers, directors and large owners since October 2021: 58 buys and 34 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Aug 29, 2025Brown William TravisSEVP - Chief Lending OfficerSale706$48.58$34.3KForm 4
Aug 14, 2025Brown William TravisSEVP - Chief Lending OfficerSale8,500$45.86$389.8KForm 4
Feb 20, 2025Brown William TravisSEVP - Chief Lending OfficerSale211$41.06$8.7KForm 4
Nov 6, 2024ABSTON TYSON TChairman and CEOSale7,000$34.02$238.1KForm 4
Aug 30, 2024ABSTON TYSON TChairman and CEOSale1,703$34.50$58.8KForm 4
Aug 29, 2024ABSTON TYSON TChairman and CEOSale5,250$34.43$180.8KForm 4
Aug 28, 2024ABSTON TYSON TChairman and CEOSale2,500$34.00$85.0KForm 4
Aug 26, 2024ABSTON TYSON TChairman and CEOSale547$34.50$18.9KForm 4
Aug 26, 2024Brown William TravisSEVP - Chief Lending OfficerSale750$33.75$25.3KForm 4
Aug 23, 2024Brown William TravisSEVP - Chief Lending OfficerSale750$33.28$25.0KForm 4
Aug 1, 2024Bunch James S.DirectorSale6,064$32.28$195.7KForm 4
Aug 1, 2024Bunch James S.DirectorSale5,643$32.28$182.2KForm 4
Jul 23, 2024Sharp Robert P.EVP - Guaranty Bank & TrustSale6,619$34.50$228.4KForm 4
Jul 22, 2024Sharp Robert P.EVP - Guaranty Bank & TrustSale572$34.50$19.7KForm 4
Jul 18, 2024Sharp Robert P.EVP - Guaranty Bank & TrustSale2,284$34.50$78.8KForm 4
Jul 17, 2024Sharp Robert P.EVP - Guaranty Bank & TrustSale525$34.50$18.1KForm 4
Jul 17, 2024ABSTON TYSON TChairman and CEOSale5,610$34.38$192.9KForm 4
May 8, 2024Jacobson Shalene A.SEVP & Chief Financial OfficerBuy197$29.48$5.8KForm 4
Feb 13, 2024Gallerano Lisa S.EVP and General CounselBuy56$28.44$1.6KForm 4
Feb 13, 2024Bunch James S.DirectorBuy1,000$29.40$29.4KForm 4

All 92 trades can be filtered by person here when JavaScript is on.

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

Executive pay

What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.

YearExecutiveAgeSalaryTotal pay
2024Tyson T. Abston59$689.0K$1.3M59
2024Kirk L. Lee63$394.4K$732.0K59
2024Harold E. LowerII60$326.2K$614.3K59
2024W. Travis Brown43$298.5K$426.5K59
2024Shalene A. Jacobson47$259.8K$389.3K59
2023Chairman of the Board$658.1K$1.4M59
2023President$381.6K$729.6K59
2023Senior Executive VicePresident$216.4K$577.4K59
2022and Chief Executive Officer$470.9K$1.2M59
2022President$335.2K$685.5K59
2022(Bank)$278.9K$462.2K59

Funding

Where the company's money came from, by calendar year: private offerings filed with the SEC, federal grants, loans, contracts and other assistance from USAspending.gov, and PPP loans from the SBA. Each bar links to the records below.

Money received by year$35.0M 2022–2022
Money received by yearMoney received by year, 2022–2022: $35.0M in all. Private raises (Form D) $35.0M.$0$10M$20M$30M$40M2022 · Private raises (Form D): $35.0M2022
Figures by year
YearPrivate raises (Form D)Total
2022$35.0M$35.0M

Private raises

Private offerings the company reported to the SEC on Form D. The amount is what the latest filing says was sold so far, charted in the year of the first sale. Covers filings since Oct 1, 2021.

  1. Mar 4, 2022Raised $35 million in a private offering of debt37 Form D: 1 investor so far Form D

SEC filer profile

How GUARANTY BANCSHARES INC /TX/ is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARGUARANTY BANCSHARES INC /TX/1
  • CIK0001058867
  • Employer ID (EIN)75-16564314
  • Filer statusAccelerated filer not an emerging growth company; not a smaller reporting company; not a shell company4
  • Incorporated inTexas4
  • Fiscal year endsDecember 311
  • Industry code (SIC)6021 National Commercial Banks1
  • SEC reviewing officeOffice of Finance, Division of Corporation Finance1
  • Business address201 South Jefferson Avenue, Mount Pleasant, TX 754551
  • Phone90357298811
  • Shares outstanding11,347,666 as of Aug 4, 202511
  • Public float$276.5M as of Jun 28, 20244
  • AuditorWhitley Penn LLP, Plano, Texas PCAOB ID 726; it also attests to the company’s internal control over financial reporting4
  • On EDGAR sinceMar 31, 19981
  • Filings682 in all: 4 (228), 8-K (162), 10-Q (49), 3 (28), 144 (25), 11-K (16), DEF 14A (16), 10-K (15)1
    All 50 form types

    4/A (13), SC 13G/A (12), 425 (11), CORRESP (9), D (9), SC 13G (9), UPLOAD (7), ARS (6), EFFECT (6), 144/A (5), 8-K/A (5), 5 (4), S-1/A (4), S-3 (3), SC 13E3/A (3), 15-12G (2), 3/A (2), 8-A12B (2), DEFA14A (2), POS AM (2), S-1 (2), S-4 (2), S-4/A (2), S-8 (2), SCHEDULE 13G/A (2), 25 (1), 25-NSE (1), 424B1 (1), 424B4 (1), 8-A12G (1), AW (1), CERT (1), CERTNAS (1), DEFM14A (1), DRS (1), FWP (1), NT 11-K (1), PREM14A (1), PRER14A (1), S-3/A (1), S-8 POS (1), SC 13E3 (1)

  • Latest filingsAnnual report (10-K) Mar 14, 2025
    Quarterly report (10-Q) Aug 6, 2025
    Proxy statement (DEF 14A) Mar 31, 2025
    Latest 8-K (8-K) Oct 1, 2025

Securities registered for trading

ClassSymbolExchange
Common Stock, par value $1.00 per shareGNTYNew York Stock Exchange

From the cover page of the 10-K filed Mar 14, 2025 (Section 12(b) of the Exchange Act).4

Risk factors and legal proceedings

The risks GUARANTY BANCSHARES INC /TX/ names in Item 1A of its 10-K filed Mar 14, 2025: 65 risks under these headings, as written.4

  • financial condition, results of operations and growth prospects could be materially and adversely affected. In that case, you could experience a partial or complete loss of your investment.
  • Risks Related to Our Business
  • Risk Related to Regulation of Our Industry
  • Risks Related to an Investment in Our Common Stock
  • We may not be able to implement aspects of our expansion strategy, which may adversely affect our ability to maintain our historical earnings trends.
  • We may not be able to manage the risks associated with our anticipated growth and expansion through de novo branching.
  • We may not be able to overcome the integration and other risks associated with acquisitions, which could have an adverse effect on our ability to implement our business strategy.
  • A key piece of our expansion strategy is a focus on decision-making authority at the branch and market level, and our business, financial condition, results of operations and prospects could be adversely affected if our local teams do not follow our internal policies or are negligent in their decision-making.
  • As a business operating in the financial services industry, adverse conditions in the general business or economic environment could adversely affect our business, financial condition and results of operations in the future.
  • Changes in U.S. trade policies, including the imposition of tariffs and retaliatory tariffs, may adversely impact our business, financial condition, and results of operations.
  • We may not be able to adequately measure and limit our credit risk, which could lead to unexpected losses.
  • We are dependent on the use of data and modeling in our management’s decision-making, and faulty data or modeling approaches could negatively impact our decision-making ability or possibly subject us to regulatory scrutiny in the future.
The other 56 risks
  • The small- to medium-sized businesses that we lend to may have fewer resources to weather adverse business developments, which may impair our borrowers’ ability to repay loans.
  • Our commercial real estate and real estate construction loan portfolio exposes us to credit risks that may be greater than the risks related to other types of loans.
  • Because a significant portion of our loan portfolio is comprised of real estate loans, negative changes in the economy affecting real estate values and liquidity could impair the value of collateral securing our real estate loans and result in loan and other losses.
  • Appraisals and other valuation techniques we use in evaluating and monitoring loans secured by real property, other real estate owned and repossessed personal property may not accurately describe the net value of the asset.
  • We engage in lending secured by real estate and may be forced to foreclose on the collateral and own the underlying real estate, subjecting us to the costs and potential risks associated with the ownership of the real property, or consumer protection initiatives or changes in state or federal law may substantially raise the cost of foreclosure or prevent us from foreclosing at all.
  • A portion of our loan portfolio is comprised of commercial loans secured by receivables, inventory, equipment or other commercial collateral, the deterioration in value of which could expose us to credit losses.
  • Our allowance for credit losses may prove to be insufficient to absorb potential losses in our loan portfolio.
  • If we fail to maintain effective internal control over financial reporting, we may not be able to report our financial results accurately and timely, in which case our business may be harmed, investors may lose confidence in the accuracy and completeness of our financial reports, we could be subject to regulatory penalties and the price of our common stock may decline.
  • We rely heavily on our executive management team and other key employees, and we could be adversely affected by the unexpected loss of their services.
  • We earn income by originating residential mortgage loans and SBA 7(a) loans for resale in the secondary mortgage market, and disruptions in that market could reduce our operating income.
  • Delinquencies, defaults and foreclosures in residential mortgages create a higher risk of repurchases and indemnity requests.
  • A lack of liquidity could impair our ability to fund operations and adversely impact our business, financial condition and results of operations.
  • We may need to raise additional capital in the future, and such capital may not be available when needed or at all.
  • We have a concentration of deposit accounts with state and local municipalities that is a material source of our funding, and the loss of these deposits or significant fluctuations in balances held by these public bodies could force us to fund our business through more expensive and less stable sources.
  • We are subject to interest rate risk and fluctuations in interest rates may adversely affect our earnings.
  • Our business is concentrated in, and largely dependent upon, the continued growth and welfare of our primary markets, and adverse economic conditions in these markets could negatively impact our operations and customers.
  • We face strong competition from financial services companies and other companies that offer banking services.
  • Our trust and wealth management division derives its revenue from noninterest income and is subject to operational, compliance, reputational, fiduciary and strategic risks that could adversely affect our business, financial condition and results of operations.
  • Additional risks resulting from our mortgage warehouse lending business could have an adverse effect on our business, financial condition and results of operations.
  • New lines of business, products, product enhancements or services may subject us to additional risks.
  • Negative public opinion regarding our company or failure to maintain our reputation in the communities we serve could adversely affect our business and prevent us from growing our business.
  • We could recognize losses on investment securities held in our securities portfolio, particularly if interest rates increase or economic and market conditions deteriorate.
  • The accuracy of our financial statements and related disclosures could be affected if the judgments, assumptions or estimates used in our critical accounting policies are inaccurate.
  • There could be material changes to our financial statements and disclosures if there are changes in accounting standards or regulatory interpretations of existing standards.
  • Our operations could be interrupted if our third-party service providers experience difficulty, terminate their services or fail to comply with banking regulations.
  • System failure or cyber security breaches of our network security could subject us to increased operating costs as well as litigation and other potential losses.
  • We have a continuing need for technological change, and we may not have the resources to effectively implement new technology, or we may experience operational challenges when implementing new technology or technology needed to compete effectively with larger institutions may not be available to us on a cost effective basis.
  • The development and use of artificial intelligence presents risks and challenges that may adversely impact the Company’s business.
  • We are subject to certain operational risks, including, but not limited to, customer, employee or third-party fraud and data processing system failures and errors.
  • Our primary markets are susceptible to natural disasters and other catastrophes that could negatively impact the economies of our markets, our operations or our customers, any of which could have an adverse effect on us.
  • We may be subject to environmental liabilities in connection with the real properties we own and the foreclosure on real estate assets securing our loan portfolio.
  • We are subject to claims and litigation pertaining to intellectual property.
  • If the goodwill that we have recorded or may record in connection with a business acquisition becomes impaired, it could require charges to earnings.
  • We may be adversely affected by changes in U.S. tax laws.
  • Risks Related to the Regulation of Our Industry
  • The ongoing implementation of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010, or the Dodd-Frank Act, could adversely affect our business, financial condition, and results of operations.
  • We operate in a highly regulated environment and the laws and regulations that govern our operations, corporate governance, executive compensation and accounting principles, or changes in them, or our failure to comply with them, could adversely affect us.
  • Recent volatility in the banking sector may result in new legislation, regulations or policy changes that could subject the Company and the Bank to increased government regulation and supervision.
  • Federal banking agencies periodically conduct examinations of our business, including compliance with laws and regulations, and our failure to comply with any supervisory actions to which we are or become subject as a result of such examinations could adversely affect us.
  • We are subject to stringent capital requirements, which may result in lower returns on equity, require the raising of additional capital, limit our ability to repurchase shares or pay dividends and discretionary bonuses, or result in regulatory action.
  • Many of our new activities and expansion plans require regulatory approvals, and failure to obtain them may restrict our growth.
  • Financial institutions, such as the Bank, face a risk of noncompliance and enforcement action with the Bank Secrecy Act and other anti-money laundering statutes and regulations.
  • We are subject to numerous laws designed to protect consumers, including the Community Reinvestment Act and fair lending laws, and failure to comply with these laws could lead to a wide variety of sanctions.
  • Increases in FDIC insurance premiums could adversely affect our earnings and results of operations.
  • The Federal Reserve may require us to commit capital resources to support the Bank.
  • We could be adversely affected by the soundness of other financial institutions.
  • Monetary policies and regulations of the Federal Reserve could adversely affect our business, financial condition and results of operations.
  • We are subject to commercial real estate lending guidance issued by the federal banking regulators that impacts our operations and capital requirements.
  • The market price of our common stock may be subject to substantial fluctuations, which may make it difficult for you to sell your shares at the volume, prices and times desired.
  • The market price of our common stock could decline significantly due to actual or anticipated issuances or sales of our common stock in the future.
  • Securities analysts may not initiate or continue coverage on us.
  • Our management and board of directors have significant control over our business.
  • The holders of our existing debt obligations, as well as debt obligations that may be outstanding in the future, will have priority over our common stock with respect to payment in the event of liquidation, dissolution or winding up and with respect to the payment of interest.
  • We may issue shares of preferred stock in the future, which could make it difficult for another company to acquire us or could otherwise adversely affect holders of our common stock, which could depress the price of our common stock.
  • We are dependent upon the Bank for cash flow, and the Bank’s ability to make cash distributions is restricted.
  • Our dividend policy may change without notice, and our future ability to pay dividends is subject to restrictions.
  • Our corporate organizational documents and provisions of federal and state law to which we are subject contain certain provisions that could have an anti-takeover effect and may delay, make more difficult or prevent an attempted acquisition that you may favor or an attempted replacement of our board of directors or management.

Legal proceedings

The Company is from time to time subject to claims and litigation arising in the ordinary course of business. These claims and litigation may include, among other things, allegations of violation of banking and other applicable regulations, competition law, labor laws and consumer protection laws, as well as claims or litigation relating to intellectual property, securities, breach of contract and tort. The Company intends to defend itself vigorously against any pending or future claims and litigation.

At this time, in the opinion of management, the likelihood is remote that the impact of such proceedings, either individually or in the aggregate, would have a material adverse effect on the Company combined results of operations, financial condition or cash flows. However, one or more unfavorable outcomes in any claim or litigation against the Company could have a material adverse effect for the period in which they are resolved. In addition, regardless of their merits or their ultimate outcomes, such matters are costly, divert management’s attention and may materially adversely affect the Company’s reputation, even if resolved in our favor.

The opening of Item 3, Legal Proceedings.4

Sources

The numbers on this page point here. Each one links to the record it came from.

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    SEC EDGAROther events
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    SEC EDGAROther events
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    SEC EDGAROther events
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    SEC EDGAROther events
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  59. 59