BancFirst (NASDAQ: BANF) to buy $939.6M-asset SpiritBank in Oklahoma

Rhea-AI Filing Summary

BancFirst Corporation has agreed to acquire Spirit BankCorp, Inc. and its subsidiary SpiritBank, a privately held community bank headquartered in Tulsa, Oklahoma. SpiritBank has approximately $939.6 million in total assets, $618.4 million in loans, and $847.2 million in deposits.

The transaction is expected to close in the fourth quarter of 2026, subject to regulatory approvals and customary closing conditions. SpiritBank will continue to operate under its present name until it is merged into BancFirst.

Insights

Bank M&A and regional banking analyst

BancFirst plans to acquire SpiritBank, adding a near-$1B asset franchise.

BancFirst Corporation plans to acquire SpiritBank, a privately held community bank based in Tulsa, Oklahoma. SpiritBank brings about $939.6 million in total assets, $618.4 million in loans, and $847.2 million in deposits, indicating a meaningful local footprint.

The closing is targeted for the fourth quarter of 2026, and is explicitly conditioned on regulatory approvals and customary closing conditions. Until the merger is completed, SpiritBank will keep operating under its current name, so any integration or branding changes would occur after the legal merger.

The filing does not specify consideration, pricing, or cost synergies, so the financial impact and any dilution or earnings effects are not clear from this excerpt. Future company communications or subsequent filings around the time of closing in Q4 2026 may provide those economic details.

8-K Event Classification

Item 7.01 — Regulation FD Disclosure

1 item

Item 7.01 Regulation FD Disclosure Disclosure

Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.

Key Figures

SpiritBank total assets: $939.6 million SpiritBank loans: $618.4 million SpiritBank deposits: $847.2 million +1 more

4 metrics

SpiritBank total assets $939.6 million Size of SpiritBank at announcement

SpiritBank loans $618.4 million Loan portfolio size at announcement

SpiritBank deposits $847.2 million Deposit base at announcement

Expected closing period Q4 2026 Targeted closing timeframe subject to approvals

Key Terms

Regulation FD Disclosure, regulatory approvals, customary closing conditions, community bank, +1 more

5 terms

Regulation FD Disclosure regulatory

"Item 7.01 Regulation FD Disclosure. BancFirst Corporation Announces Acquisition of SpiritBank"

Regulation FD disclosure requires public companies to share important, market-moving information with everyone at the same time instead of tipping off analysts or large investors first. Think of it as making sure all players on a field hear the same announcement simultaneously; that fairness helps investors trust that stock prices reflect the same information and reduces the risk of sudden, unfair trading advantages or regulatory penalties for selective leaks.

regulatory approvals regulatory

"The transaction is expected to close in the fourth quarter of 2026, subject to regulatory approvals"

Regulatory approvals are official permissions from government agencies that a company needs before launching a new product, service, or business activity. They matter because without this approval, the company might not be allowed to operate legally or sell its products, similar to how a driver needs a license to legally drive a car.

customary closing conditions regulatory

"The transaction is expected to close in the fourth quarter of 2026, subject to regulatory approvals and customary closing conditions."

"Customary closing conditions" are standard rules or checks that must be met before a business deal can be finalized, like making sure all paperwork is in order or that certain approvals are obtained. They matter because they help protect both parties, ensuring everything is in place and reducing the risk of surprises or problems after the deal is closed.

community bank financial

"SpiritBank (Spirit), a privately held community bank headquartered in Tulsa, Oklahoma."

Nasdaq Global Select Market market

"Common Stock, $1.00 Par Value Per Share | | BANF | | Nasdaq Global Select Market"

A Nasdaq Global Select Market listing is the highest tier of stocks on the Nasdaq exchange, reserved for companies that meet the strictest financial, reporting and governance standards. For investors, it acts like a premium quality label—signaling larger, more transparent and better-governed companies that tend to offer greater liquidity and lower perceived risk compared with lower-tier listings, making it easier to buy, sell and evaluate shares.

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Understanding 8-K Material Events →

false000076049800007604982026-06-102026-06-10

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 10, 2026

BancFirst Corporation

(Exact name of Registrant as Specified in Its Charter)

Oklahoma			0-14384	73-1221379
(State or Other Jurisdiction of Incorporation)			(Commission File Number)	(IRS Employer Identification No.)
100 N. Broadway Ave.
Oklahoma City, Oklahoma				73102-8405
(Address of Principal Executive Offices)				(Zip Code)

Registrant’s Telephone Number, Including Area Code: 405 270-1086

None

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, $1.00 Par Value Per Share		BANF		Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 7.01 Regulation FD Disclosure.

BancFirst Corporation Announces Acquisition of SpiritBank

On June 10, 2026, BancFirst Corporation entered into an agreement to acquire Spirit BankCorp, Inc., an Oklahoma corporation and SpiritBank (Spirit), a privately held community bank headquartered in Tulsa, Oklahoma. Spirit has approximately $939.6 million in total assets, $618.4 million in loans, and $847.2 million in deposits. The transaction is expected to close in the fourth quarter of 2026, subject to regulatory approvals and customary closing conditions. Spirit will operate under its present name until it is merged into BancFirst.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

			BancFirst Corporation
Date:	June 10, 2026	By:	/s/ Hannah Andrus
			Hannah Andrus Executive Vice President Chief Financial Officer

FAQ

What acquisition did BancFirst (BANF) just announce?

BancFirst Corporation announced an agreement to acquire Spirit BankCorp, Inc. and its subsidiary SpiritBank, a privately held community bank headquartered in Tulsa, Oklahoma. SpiritBank will initially continue operating under its current name until it is ultimately merged into BancFirst.

How large is SpiritBank in the BancFirst (BANF) acquisition?

SpiritBank has approximately $939.6 million in total assets, $618.4 million in loans, and $847.2 million in deposits. These figures show SpiritBank is a sizable community bank franchise within Oklahoma, adding substantial loans and deposits to BancFirst’s balance sheet when the deal closes.

When is the BancFirst (BANF) and SpiritBank acquisition expected to close?

The acquisition of SpiritBank by BancFirst is expected to close in the fourth quarter of 2026. Completion is contingent on receiving required regulatory approvals and satisfying customary closing conditions before the merger of SpiritBank into BancFirst can occur.

What conditions must be met for the BancFirst (BANF)–SpiritBank deal to close?

Closing the BancFirst–SpiritBank transaction is subject to regulatory approvals and customary closing conditions. These typically include consent from banking regulators and completion of standard legal, operational, and documentation steps before SpiritBank can be merged into BancFirst.

Will SpiritBank change its name immediately after the BancFirst (BANF) acquisition?

No. SpiritBank will operate under its present name until it is merged into BancFirst. Only after the merger is completed would branding and legal entity changes occur, according to the details provided in the disclosure.

Filing Exhibits & Attachments

1 document

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