Short answer
Bank First Corp (BFC) filed an 8-K current report with the SEC on May 19, 2026 reporting Item 1.01 (Entry into a Material Definitive Agreement), Item 8.01 (Other Events). Stock-for-stock merger: PSB shareholders receive 0.3470 BFC shares per PSB common share.
Bank First Corp 8-K event analysis
AI summary of each reported item and its exhibits
Item 1.01 · Entry into a Material Definitive Agreement
- Stock-for-stock merger: PSB shareholders receive 0.3470 BFC shares per PSB common share
- Closing targeted for fourth quarter 2026, with completion barred before December 4, 2026
- Consideration subject to downward adjustment if PSB tangible book value falls below $122,837,000
- PSB termination fee of $8,117,163 protects BFC against competing bids or transaction failure tied to PSB actions
- PSB shareholders may receive a one-time $1.00-per-share dividend if closing extends beyond December 4, 2026 under specified conditions
Item 8.01 · Other Events
- BFC and PSB entered a merger agreement on May 19, 2026, marking a pending strategic combination requiring further approvals
- Transaction materials include analyst presentation slides and a future Form S-4 proxy statement/prospectus
- Potential investor benefits include operating efficiencies, expense reductions, revenue synergies and shareholder returns
- Key risks include PSB shareholder approval, regulatory clearance, integration execution, transaction costs and possible BFC share dilution
- Investors should review the forthcoming S-4 and proxy materials for exchange terms, closing conditions, dilution and pro forma financial impact
Generated from the filing text and exhibits; verify against the original. What 8-K item codes mean
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