National Bank Holdings Corporation Reports Granting of Inducement Awards Under NYSE Listing Rule 303A.08

National Bank Holdings Corporation (NYSE: NBHC) granted inducement awards to four new employees on January 30, 2026, related to its acquisition of Vista Bancshares and under NYSE Rule 303A.08.

Rhea-AI Summary

National Bank Holdings Corporation (NYSE: NBHC) granted inducement awards to four new employees on January 30, 2026, related to its acquisition of Vista Bancshares and under NYSE Rule 303A.08. The awards were issued under NBHC's 2026 Inducement Plan and approved by the board on January 22, 2026.

Three employees received a combined 9,954 time-based restricted shares of Class A common stock that cliff vest on April 28, 2029. John Steinmetz received 12,444 RSAs vesting in equal annual installments on April 28, 2027, 2028 and 2029.

Positive

• Board approved the Inducement Plan on January 22, 2026
• Total of 22,398 RSAs granted on January 30, 2026
• John Steinmetz awarded 12,444 RSAs with three-year vesting schedule

Negative

• Three employees’ RSAs cliff vest only on April 28, 2029, delaying full equity vesting
• RSAs add potentially dilutive 22,398 shares to outstanding equity (implicit issuance)

Argus Feb 2 session

+1.10% close to close Open Argus

Details

News Market Reaction – NBHC

On Feb 2, the first trading day after this news, NBHC closed 1.10% above the previous close.

Data tracked by StockTitan Argus for the Feb 2 session.

Market Context

This announcement details equity inducement awards to four employees, including 12,444 restricted sh...

Analysis

This announcement details equity inducement awards to four employees, including 12,444 restricted shares for executive John Steinmetz and 9,954 restricted shares for three others, vesting between 2027 and 2029. The awards link directly to the Vista Bancshares acquisition and are granted under NYSE Listing Rule 303A.08. Investors may track how ongoing Vista integration, prior large executive grants, and future incentive filings shape NBHC’s long‑term capital structure and leadership alignment.

Key Figures

New employees: 4 employees Inducement RSAs: 9,954 shares Steinmetz inducement RSAs: 12,444 shares +5 more

New employees

4 employees

Inducement awards tied to Vista acquisition hires

Inducement RSAs

9,954 shares

Time‑based restricted shares for 3 of 4 new employees

Steinmetz inducement RSAs

12,444 shares

Inducement award to Executive Vice Chair John Steinmetz

Par value

$0.01 per share

Class A common stock underlying RSAs

Cliff vest date

April 28, 2029

Vesting date for 9,954 RSAs to 3 employees

Steinmetz vesting dates

2027–2029

Equal installments on April 28, 2027, 2028, 2029

Grant date

January 30, 2026

Date inducement awards were granted

Board approval date

January 22, 2026

Approval of 2026 Inducement Plan and awards

Historical Context

5 past events · Latest: Jan 27

5 events

1. Jan 27

   Earnings results

   24h Move

   -0.5%

   Reported 4Q25 and 2025 results, boosted capital, dividend and new buyback.

2. Jan 13

   Advisory on acquisition

   24h Move

   -0.9%

   Advisory firm highlighted Vista acquisition and expanded Texas/Florida footprint.

3. Jan 08

   Earnings date set

   24h Move

   -0.9%

   Announced timing and access details for 4Q25 and full‑year 2025 results.

4. Jan 07

   Acquisition close

   24h Move

   -0.5%

   Closed Vista Bancshares deal with stock‑and‑cash consideration and integration schedule.

5. Dec 23

   Regulatory approvals

   24h Move

   +0.0%

   Received key regulatory and shareholder approvals to complete Vista acquisition.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Key Terms

inducement awards, time-based restricted shares, class a common stock, cliff vest, +2 more

6 terms

inducement awards financial

"it has granted inducement awards to 4 new employees."

Inducement awards are special bonuses given to new employees to encourage them to join a company, often in the form of stock or money. They matter because they can motivate talented people to choose one company over another and help align their success with the company's growth. Think of it like a signing bonus to seal the deal.

time-based restricted shares financial

"consist of 9,954 time-based restricted shares of Class A common stock"

Time-based restricted shares are company stock granted to employees or insiders that cannot be sold or fully owned until they unlock after a set period of time. Think of them like a savings account that gradually becomes accessible: they help keep key people tied to the company and can change the total number of tradable shares when they become available, which matters for investor returns and expectations about future selling pressure.

class a common stock financial

"restricted shares of Class A common stock, $0.01 par value per share"

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

cliff vest financial

"Each award will cliff vest on April 28, 2029"

A cliff vest is a schedule for stock options or restricted shares where no ownership rights are earned until a fixed date, after which a set portion becomes fully owned all at once — like a probation period that suddenly unlocks pay. Investors watch cliff vests because they influence when insiders can sell shares, affect staff retention and dilution timing, and help predict short-term changes in a company’s shareholder makeup.

restricted stock awards financial

"12,444 RSAs was made to John Steinmetz"

Restricted stock awards are company shares given to employees or executives that cannot be sold or transferred until certain conditions — like staying with the company for a set time or meeting performance targets — are met, like a gift that is locked in a safe until rules are satisfied. Investors care because these awards tie management’s pay to company performance, can increase the number of shares outstanding when they become tradable (dilution), and may signal expected future selling pressure or commitment to long-term growth.

inducement plan financial

"under NBHC’s 2026 Inducement Plan."

An inducement plan is a program a company creates to encourage employees or new hires to stay or join by offering special benefits or rewards. It’s like a company giving extra bonuses or perks to persuade someone to choose their job over others, helping the company attract and keep talented workers.

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DENVER, Jan. 30, 2026 (GLOBE NEWSWIRE) -- National Bank Holdings Corporation (NYSE: NBHC, “NBHC” or the “Company”), the holding company for NBH Bank, announced today that it has granted inducement awards to 4 new employees. Each inducement award was committed to the employee in their employment agreement or offer letter, as applicable, with NBHC and/or NBH Bank and was granted as an inducement material to the employee’s commencement of employment in connection with NBHC’s acquisition of Vista Bancshares, Inc. and pursuant to NYSE Listing Rule 303A.08.

The inducement awards were made on January 30, 2026, under NBHC’s 2026 Inducement Plan. The inducement awards to 3 of the 4 new employees consist of 9,954 time-based restricted shares of Class A common stock, $0.01 par value per share, of NBHC (the “RSAs”) in total. Each award will cliff vest on April 28, 2029, subject to the employees’ continued service with the Company through the applicable vesting date. In addition, an inducement award of 12,444 RSAs was made to John Steinmetz, Executive Vice Chair and Executive Managing Director of Strategic Initiatives at NBH Bank and the former CEO of Vista and Vista Bank, on January 30, 2026, pursuant to his employment agreement with NBHC and NBH Bank. The inducement award to Mr. Steinmetz will vest over three years in equal installments on April 28, 2027, April 28, 2028 and April 28, 2029, subject to Mr. Steinmetz’s continued service with the Company through the applicable vesting date.

The Inducement Plan and the inducement awards were approved by NBHC’s Board of Directors January 22, 2026.

About National Bank Holdings Corporation
National Bank Holdings Corporation is a bank holding company created to build a leading community bank franchise, delivering high quality client service and committed to stakeholder results. Through its bank subsidiaries, NBH Bank and Bank of Jackson Hole Trust, National Bank Holdings Corporation operates a network of over 100 banking centers, serving individual consumers, small, medium and large businesses, and government and non-profit entities. Its banking centers are located in its core footprint of Colorado, the greater Kansas City region, Texas, Utah, Wyoming, New Mexico, Idaho, and Palm Beach, Florida. Its comprehensive residential mortgage banking group primarily serves the bank’s core footprint. Its trust and wealth management business is operated in its core footprint under the Bank of Jackson Hole Trust charter. NBH Bank operates under a single state charter through the following brand names as divisions of NBH Bank: in Colorado, Community Banks of Colorado and Community Banks Mortgage; in Kansas and Missouri, Bank Midwest and Bank Midwest Mortgage; in Texas, Vista Bank and Hillcrest Bank; in Utah, New Mexico and Idaho, Hillcrest Bank and Hillcrest Bank Mortgage; in Palm Beach, Florida, Vista Bank; and in Wyoming, Bank of Jackson Hole and Bank of Jackson Hole Mortgage. Additional information about National Bank Holdings Corporation can be found at www.nationalbankholdings.com.

For more information visit: cobnks.com, bankmw.com, hillcrestbank.com, bankofjacksonhole.com, vistabank.com, or nbhbank.com, or connect with any of our brands on LinkedIn.

NBH Bank Contacts:
Analysts/Institutional Investors:
Emily Gooden, Chief Accounting Officer and Investor Relations Director, (720) 554-6640, ir@nationalbankholdings.com
Nicole Van Denabeele, Chief Financial Officer, (720) 529-3370, ir@nationalbankholdings.com
Media:
Jody Soper, Chief Marketing Officer, (303) 784-5925, Jody.Soper@nbhbank.com

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What inducement awards did NBHC (NYSE: NBHC) grant on January 30, 2026?

NBHC granted a total of 22,398 time-based RSAs to four new employees on January 30, 2026. According to the company, three employees received 9,954 RSAs (cliff vesting April 28, 2029) and John Steinmetz received 12,444 RSAs.

How do John Steinmetz’s NBHC (NYSE: NBHC) RSAs vest and when is each installment?

Mr. Steinmetz’s 12,444 RSAs vest in three equal annual installments. According to the company, vesting dates are April 28, 2027, April 28, 2028 and April 28, 2029, subject to continued service.

Why did NBHC (NYSE: NBHC) grant inducement awards related to the Vista Bancshares acquisition?

The awards were granted as inducements tied to employment commencements related to the Vista Bancshares acquisition. According to the company, awards were material to the employees’ start dates and documented in employment agreements.

What plan governs the inducement awards at NBHC (NYSE: NBHC)?

The inducement awards were issued under NBHC’s 2026 Inducement Plan. According to the company, the plan and awards were approved by the board on January 22, 2026 and granted January 30, 2026.

Do the inducement awards for NBHC (NYSE: NBHC) create immediate vested shares for recipients?

No, the awards are time-based and not immediately vested. According to the company, three employees’ RSAs cliff vest April 28, 2029 while Steinmetz’s RSAs vest annually through 2029.