Short answer
Finward Bancorp (FNWD) filed an 8-K current report with the SEC on July 21, 2026 reporting Item 1.01 (Entry into a Material Definitive Agreement), Item 7.01 (Regulation FD Disclosure), Item EX-99.1 (Exhibit EX-99.1). Stock-for-stock merger: FNWD shareholders receive 1.35 First Financial shares per FNWD share.
Finward Bancorp 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: FNWD shareholders receive 1.35 First Financial shares per FNWD share
- Expected fourth-quarter 2026 closing, contingent on shareholder and regulatory approvals
- First Financial assumes surviving-company role and combines Peoples Bank with First Financial Bank
- $9.0 million termination fee payable by FNWD under specified circumstances, limiting deal flexibility
- Six-year D&O indemnification and insurance protection, capped at 300% of FNWD’s current annual premium
Item 7.01 · Regulation FD Disclosure
- July 21, 2026 press release announces execution of a Merger Agreement
- Exhibit 99.1 contains transaction details investors should review for terms and strategic implications
- Reg FD disclosure furnished, not filed under Exchange Act Section 18
Item EX-99.1 · Exhibit EX-99.1
- First Financial agreed to acquire Finward in an all-stock transaction valued at approximately $208 million
- Exchange ratio of 1.35 First Financial shares per Finward share, subject to shareholder and regulatory approvals
- Finward contributes approximately $2.0 billion assets, $1.7 billion deposits, $1.5 billion loans and 24 locations
- Expected 5% EPS accretion, with 0.4% TBV dilution and 0.6-year TBV earnback
- Fourth-quarter 2026 closing target; expands Chicago-area pro forma deposits 75% to over $4 billion
Generated from the filing text and exhibits; verify against the original. What 8-K item codes mean
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