[8-K] CIVISTA BANCSHARES, INC. Reports Material Event

Rhea-AI Filing Summary

Civista Bancshares, Inc. (CIVB) announced it has received all bank regulatory approvals required to consummate the merger of The Farmers Savings Bank with and into Civista Bank. The approval was disclosed via a joint press release dated October 14, 2025 and attached as Exhibit 99.1.

Civista is a $4.2 billion financial holding company based in Sandusky, Ohio. Its primary subsidiary, Civista Bank, operates 42 locations across Ohio, Southeastern Indiana, and Northern Kentucky, and offers full-service banking, commercial lending, mortgage, wealth management, and equipment leasing under its Civista Leasing and Finance Division.

Insights

Bank M&A analyst

All regulatory approvals clear the path for Civista’s Farmers merger.

Civista Bancshares disclosed that it and The Farmers Savings Bank received all bank regulatory approvals required to complete Farmers’ merger into Civista Bank. Regulatory clearance is a key gating item in bank M&A, indicating supervisory sign-off on the transaction structure and post-merger plans.

The notice references a joint press release on October 14, 2025. While financial terms are not included in the excerpt, the approval indicates the parties can proceed to closing subject to their remaining conditions, if any.

Civista’s scale—$4.2 billion company with 42 locations—provides context for integration. Subsequent filings may provide closing timing, integration steps, and any post-merger branch or product updates.

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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): October 14, 2025

Civista Bancshares, Inc.

(Exact name of Registrant as Specified in Its Charter)

Ohio			001-36192	34-1558688
(State or Other Jurisdiction of Incorporation)			(Commission File Number)	(IRS Employer Identification No.)
100 East Water Street
Sandusky, Ohio				44870
(Address of Principal Executive Offices)				(Zip Code)

Registrant’s Telephone Number, Including Area Code: (419) 625 - 4121

(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 shares, no par value		CIVB		The Nasdaq Stock Market LLC

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 8.01 Other Events.

On Octobert 14, 2025, Civista Bancshares, Inc. (“Civista”) and The Farmers Savings Bank (“Farmers”) issued a joint press release announcing the receipt of all bank regulatory approvals required to consummate the merger of Farmers with and into Civista Bank. A copy of the press release is attached as Exhibit 99.1 to this Form 8-K and is incorporated herein by this reference.

Civista Bancshares, Inc., is a $4.2 billion financial holding company headquartered in Sandusky, Ohio. Its primary subsidiary, Civista Bank, was founded in 1884 and provides full-service banking, commercial lending, mortgage, and wealth management services. Today, Civista Bank operates 42 locations across Ohio, Southeastern Indiana and Northern Kentucky. Civista Bank also offers commercial equipment leasing services for businesses nationwide through its Civista Leasing and Finance Division, headquartered in Pittsburgh, Pennsylvania. Civista Bancshares' common shares are traded on the NASDAQ Capital Market under the symbol "CIVB". Learn more at www.civb.com.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibit 99.1 Press release of Civista Bancshares, Inc. announcing regulatory approval for Farmers Savings Bank acquisition October 14, 2025.

Exhibit 104 Cover Page Interactive File-the cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

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 hereunto duly authorized.

			Civista Bancshares, Inc.
Date:	October 14, 2025	By:	/s/ Ian Whinnem
			Executive Vice President & CFO

FAQ

What did CIVB announce in its 8-K?

Civista Bancshares announced receipt of all bank regulatory approvals required to consummate the merger of The Farmers Savings Bank with and into Civista Bank.

Which entities are involved in the merger with CIVB?

The merger involves The Farmers Savings Bank combining with and into Civista Bank, Civista Bancshares’ primary subsidiary.

When was the approval announcement made?

A joint press release dated October 14, 2025 announced the regulatory approvals, attached as Exhibit 99.1.

What is Civista Bancshares’ size and footprint?

Civista is a $4.2 billion financial holding company with 42 locations across Ohio, Southeastern Indiana, and Northern Kentucky.

What services does Civista Bank offer?

Civista Bank provides full-service banking, commercial lending, mortgage, wealth management, and nationwide equipment leasing via its Civista Leasing and Finance Division.

What exhibit accompanied the disclosure?

Exhibit 99.1, a joint press release announcing the regulatory approvals for the Farmers Savings Bank acquisition.

What is the trading symbol and exchange for Civista Bancshares?

Civista Bancshares’ common shares trade on the Nasdaq Capital Market under the symbol CIVB.