First Guaranty 8-K Filings

First Guaranty Bancshares, Inc. completed the previously announced sale of the Texas operations of its wholly owned subsidiary, First Guaranty Bank, to Armstrong Bank of Muskogee, Oklahoma.

The sale closed on July 31, 2026 and included five Texas branches, approximately $234 million of deposits, approximately $88 million of loans, and certain other related assets. The disclosure is provided under Regulation FD and is not deemed filed under the Exchange Act.

First Guaranty Bancshares, Inc. will pay a quarterly cash dividend on its 6.75% Series A Fixed-Rate Non-Cumulative Perpetual Preferred Stock, represented by Depositary Shares. The Board of Directors declared a $16.875 per share dividend on the Series A Preferred Stock, producing a quarterly distribution of $0.421875 per Depositary Share, with each Depositary Share representing a 1/40th interest in a preferred share.

The Board announced this dividend on July 16, 2026. The dividend will be paid on September 1, 2026 to holders of Depositary Shares of record as of August 15, 2026. Payment will first be made to the depositary for the Series A Preferred Stock, which will then distribute the cash dividend to eligible Depositary Share holders.

First Guaranty Bancshares, Inc. reported improved profitability for the quarter and six months ended June 30, 2026. Net income was $3.4 million for the second quarter and $6.2 million year-to-date, compared with net losses of $7.3 million and $13.5 million in the prior-year periods. Earnings per common share were $0.17 for the quarter and $0.31 year-to-date. The company has now generated three consecutive profitable quarters and continued its record of 132 consecutive dividend payments.

Total assets were $3.9 billion, including $1.8 billion in loans and $3.5 billion in deposits at June 30, 2026. The allowance for credit losses was 1.94% of total loans, supported by lower credit-loss provisions and the payoff of a $14.0 million non-accrual relationship. Shareholders’ equity totaled $227.4 million with a Total Risk-Based Capital Ratio above 16%; book value per common share was $11.75. Management highlighted efforts to reduce balance sheet risk, keep commercial real estate concentration at 254.4% of total bank capital, below regulatory guidance, and invest in operational efficiency, including artificial intelligence tools.

First Guaranty Bancshares, Inc. reported a return to profitability, with net income of $3.4 million for the quarter ended June 30, 2026 versus a loss of $(7.3) million a year earlier, and $6.2 million for the first six months versus $(13.5) million, helped by sharply lower credit loss provisions. Quarterly EPS was $0.17, up from $(0.61), while net interest income was stable at $22.3 million and the net interest margin edged up to 2.37%.

The balance sheet continued to de-risk and shrink. Total assets fell to $3.9 billion, loans declined 14.7% to $1.8 billion, and deposits were $3.5 billion, while investment securities increased to $1.2 billion. Asset quality indicators improved: nonaccrual loans declined to $40.6 million, non-performing assets to $70.3 million, and both special mention and substandard loans fell meaningfully, though charge-offs rose to $7.7 million in the quarter. One independent living center OREO property represents $23.3 million, about 80% of other real estate owned.

Capital remained strong, with total risk-based capital of 16.21% at the bank and a capital conservation buffer well above minimums. Book value per share was $11.75 and tangible book value per share $11.63. The company maintained a $0.01 quarterly common dividend and paid $1.2 million in preferred dividends in the first half. Management outlined plans to further reduce criticized assets, sell Texas operations involving approximately $227 million of deposits and $93 million of loans, lower surplus liquidity to enhance margins, and deploy artificial intelligence solutions under a formal risk framework.

First Guaranty Bancshares, Inc. is continuing its long dividend track record by declaring a quarterly cash dividend of $0.01 per share on its common stock. The Board approved the dividend on May 21, 2026.

The dividend will be paid on June 30, 2026 to shareholders of record as of June 26, 2026. This marks the company’s 132nd consecutive quarterly dividend to common shareholders, underscoring a long history of making regular cash returns to equity holders.

First Guaranty Bancshares, Inc. reported the results of its annual shareholder meeting held on May 21, 2026. Shareholders elected all seven director nominees, with support levels generally around or above nine million votes "for" each nominee and broker non-votes of 1,706,055 on each director item.

Investors also gave advisory approval to the company’s executive compensation program, with 9,958,082 votes "for," 61,804 "against," 25,667 "abstain," and 1,706,055 broker non-votes. In addition, shareholders ratified the appointment of EisnerAmper, LLP as the independent registered public accounting firm for the year ending December 31, 2026, by 11,671,383 votes "for," 40,368 "against," and 39,857 "abstain."

First Guaranty Bancshares, Inc. reported a return to profitability in the first quarter of 2026, with net income of $2.7 million and earnings available to common shareholders of $2.2 million, or $0.14 per share, compared with a loss a year earlier.

Total assets were $4.0 billion, with loans of $1.9 billion and deposits of $3.5 billion as the bank deliberately reduced loans and higher-cost deposits to lower balance sheet risk. Nonperforming assets declined to $83.5 million, down $12.0 million since year-end 2025, while the bank risk weighted capital ratio rose to 14.71%.

The provision for credit losses was $2.6 million and loan charge-offs were $5.4 million in the quarter. Return on average assets was 0.27% and return on average common equity was 4.52%, and the company continued its long streak of quarterly dividends.

First Guaranty Bancshares, Inc., through its subsidiary First Guaranty Bank, has terminated certain long-term lease agreements by buying back three previously sold bank properties. On April 29, 2026, the Bank purchased two stand-alone branches and part of its headquarters building for an aggregate cash price of $14,770,000 from FGB Partners, LLC.

The properties were originally sold to FGB Partners on June 28, 2024 in a sale-leaseback transaction, with the Bank entering into absolute net leases having initial 15-year terms and renewal options. In connection with the repurchase, these lease agreements were terminated. FGB Partners is owned by individuals who are significant shareholders and are related to members of First Guaranty’s board.

First Guaranty Bancshares, Inc. has declared a quarterly cash dividend on its 6.75% Series A Fixed-Rate Non-Cumulative Perpetual Preferred Stock. Holders of its Depositary Shares, each representing a 1/40th interest in a share of this Series A preferred, will receive $0.421875 per Depositary Share. This comes from a $16.875 per share quarterly dividend on the underlying Series A Preferred Stock. The dividend will be paid on June 1, 2026 to holders of record of the Depositary Shares as of May 15, 2026.

First Guaranty Bancshares returned to profitability in the first quarter of 2026, posting net income of $2.7 million versus a net loss of $(6.2) million a year earlier. Net income available to common shareholders was $2.2 million, or $0.14 per share, compared with a loss of $(0.54) per share.

The turnaround was driven largely by a sharply lower provision for credit losses of $2.6 million, down from $14.5 million, and reduced noninterest expense. However, the net interest margin narrowed to 2.07% from 2.35% as the balance sheet shifted away from loans toward securities and deposits with other banks.

Total assets were $4.0 billion at March 31, 2026, down $119.8 million from year-end, with loans declining 7.0% to $1.9 billion and deposits down 3.4% to $3.5 billion. Nonperforming assets fell to $83.5 million, or 2.11% of total assets, and the bank’s total risk-based capital ratio improved to 14.71%, with a capital conservation buffer of 6.71%.

First Guaranty Bancshares, Inc. reported that its Board of Directors elected Betsy K. Hood as a director on April 16, 2026. She has not been appointed to any board committees at this time, and there is no current expectation of a specific committee assignment.

The company states that Ms. Hood is not involved in any transactions with First Guaranty or First Guaranty Bank that would require disclosure under Item 404(a) of SEC Regulation S-K. She is a graduate of Southeastern Louisiana University with over 25 years of experience in the retail automotive industry and serves as Dealer Principal of Hood Automotive Group, President of Southern Dealers Mechanical Breakdown Insurance, and a board member for two local organizations.

First Guaranty Bancshares is changing the terms of two insider-related debt agreements with Smith & Tate Investment, L.L.C., a company controlled by director and principal shareholder Edgar Ray Smith III. The original promissory note called for thirty-nine quarterly principal installments of $1,007,812.50 plus interest, followed by a final payment in 2033.

A prior amendment temporarily waived these principal payments and allowed the company, at its option, to pay interest in cash or in shares of common stock, with share amounts based on the prior day’s consolidated closing bid price. The new Second Promissory Note Amendment extends the waiver of principal payments through the March 31, 2028 interest payment date and extends the cash-or-stock interest payment option over this same Second Modified Payment Period.

The Second Subordinated Note Amendment similarly keeps in place First Guaranty’s ability to pay interest on its floating rate subordinated note, due March 28, 2034 and tied to the Prime Rate plus 75 basis points, in either cash or common stock during the Second Modified Payment Period.

First Guaranty Bancshares, Inc. reported that its Board of Directors declared a quarterly cash dividend of $0.01 per share on its outstanding common stock on February 19, 2026. The dividend will be paid on March 31, 2026 to shareholders of record as of March 27, 2026.

This payment marks the company’s 131st consecutive quarterly dividend to common shareholders, highlighting a long-standing pattern of regular cash returns.

First Guaranty Bancshares, Inc. announced a definitive agreement for its wholly owned subsidiary, First Guaranty Bank, to sell its Texas operations to Armstrong Bank of Muskogee, Oklahoma. The deal covers five Texas branches, including four in the Dallas–Fort Worth metroplex and one in Waco, and will result in First Guaranty exiting the Texas market.

The transaction is expected to transfer approximately $270 million in deposits and $110 million in loans, and includes a 7.65% deposit premium. First Guaranty expects the sale to increase First Guaranty Bank’s Tier 1 leverage ratio by about 100 basis points, reinforcing its capital position and allowing greater focus on core markets. The transaction has been approved by both boards and is expected to close in the third quarter of 2026, subject to customary closing conditions.

First Guaranty Bancshares, Inc. reported a challenging 2025, with a net loss of $56.0 million and a loss per common share of $4.17, compared with a profit in 2024. Results were driven by heavy credit costs, including a $81.7 million provision for credit losses, $77.2 million in loan charge-offs, and a $12.9 million goodwill impairment.

Despite the full-year loss, the bank returned to profitability in the fourth quarter, earning $2.5 million in net income and $0.12 per common share. Total loans fell to $2.1 billion, down 23.2%, as management intentionally shrank the portfolio to reduce risk, while deposits rose to $3.6 billion, up 4.5%, supporting liquidity. Nonperforming assets declined from $126.3 million to $95.5 million, and the risk-weighted capital ratio improved to 13.48% as of December 31, 2025.

First Guaranty Bancshares, Inc. declared a quarterly cash dividend on its 6.75% Series A Fixed-Rate Non-Cumulative Perpetual Preferred Stock. The dividend equals $16.875 per share of Series A Preferred Stock, or $0.421875 per depositary share, each representing a 1/40th interest in a preferred share.

The dividend will be paid on March 2, 2026 to the depositary, which will distribute it to holders of record of the depositary shares as of February 15, 2026.

First Guaranty Bancshares, Inc. filed a Form 8-K to announce that it issued a press release with its financial results for the three months and year ended December 31, 2025. The press release, dated January 28, 2026, is included as Exhibit 99.1 to the filing.

The company states that the press release is being "furnished" rather than "filed" for purposes of certain securities law provisions, meaning it is provided for informational disclosure without being incorporated into other Securities Act filings by default.

First Guaranty Bancshares, Inc. (FGBI) filed an 8-K announcing it released its Third Quarter 2025 Report to shareholders. The accompanying press release is included as Exhibit 99.1 captioned “Third Quarter 2025 Report.”

The company states that the information in Exhibit 99.1 is furnished under Item 2.02 (Results of Operations and Financial Condition) and will not be deemed “filed” for purposes of Section 18 of the Exchange Act, nor incorporated by reference under the Securities Act.

First Guaranty Bancshares, Inc. announced a quarterly cash dividend on its 6.75% Series A Fixed-Rate Non-Cumulative Perpetual Preferred Stock, payable on December 1, 2025. Holders of depositary shares (FGBIP), each representing a 1/40th interest in a preferred share, will receive $0.421875 per Depositary Share, reflecting a $16.875 per preferred share dividend. The payment will be made to holders of record as of November 15, 2025, with the depositary distributing the dividend to those holders.

First Guaranty Bancshares, Inc. filed a current report stating that on October 31, 2025 it issued a press release detailing its financial results for the three and nine months ended September 30, 2025. These results cover both the quarterly and year-to-date performance of the company’s banking operations.

The press release is provided as Exhibit 99.1 and is designated as “furnished,” meaning it is not treated as filed for certain liability purposes or automatically incorporated into other securities offerings. The company also includes standard cautionary language that the press release contains forward-looking statements, which involve risks and uncertainties described in its latest annual report and other SEC filings.