STOCK TITAN

First Mid Bancshares expects Q1 2027 merger closing

American Bank of Freedom employees’ prior years of service will transfer to First Mid while staffing needs are evaluated.

Available on EDGAR Accepted by SEC EDGAR Learn about SEC filing dates
(Moderate)

Sentiment and the balance of points

Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.

Form Type
425

Rhea-AI Filing Summary

First Mid Bancshares (FMBH) announced a proposed transaction under which Evergreen Bancshares, Inc. and its subsidiary, American Bank of Freedom, would join First Mid. Closing is anticipated in Q1 2027, followed by the bank merger and systems conversion in Q2 2027. American Bank of Freedom’s name is expected to change to First Mid Bank & Trust when the banks merge.

First Mid says the combination is intended to broaden customer offerings to include insurance and wealth services and provide a higher lending limit. Until the transaction is complete, American Bank of Freedom will continue operating as it does now.

Filing Explained

The proposed First Mid–Evergreen transaction remains pending; this employee Q&A says some reorganization is expected as staffing is reviewed, but no employment decisions have been made. It says decisions will be communicated privately after employees meet the First Mid team.

Anticipated closing Q1 2027 Proposed transaction between First Mid and Evergreen
Bank merger and systems conversion Q2 2027 Anticipated timing
Organization scale $9.4 billion First Mid describes itself as a $9.4 billion community-focused organization
Employees Over 1,300 employees First Mid workforce
Bank chartering 1865 First Mid Bank & Trust has served communities since its chartering
proxy statement/prospectus regulatory
"a proxy statement that also constitutes a prospectus"
A proxy statement or prospectus is a document that companies send to shareholders to provide important information about upcoming decisions or investments, such as voting on company issues or offering new shares to the public. It helps investors understand the details and risks involved, enabling them to make informed choices about their ownership or involvement with the company.
safe harbor provisions regulatory
"safe harbor provisions for forward-looking statements"
Safe harbor provisions are rules or legal protections that shield companies or individuals from certain penalties or liabilities when they follow specific guidelines or procedures. They provide a sense of security, encouraging compliance and innovation by reducing the fear of legal repercussions if they act in good faith. For investors, these provisions help ensure that companies are transparent and accountable without the risk of unfair punishment for honest mistakes.
solicitation of proxies regulatory
"participants in the solicitation of proxies"
Solicitation of proxies is the process by which a company or a shareholder asks other shareholders to authorize their votes on corporate matters by signing or submitting a proxy form. Think of it like asking friends to sign a permission slip on your behalf so a decision can be made without everyone attending; it matters to investors because proxy campaigns determine control of the board, approval of major deals or policies, and can signal contested management battles that affect share value and strategy.

FAQ

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

When is the FMBH merger with Evergreen expected to close?

Closing is anticipated in Q1 2027, with the bank merger and systems conversion expected in Q2 2027.

Will American Bank of Freedom branches close or hours change after the FMBH merger?

First Mid does not anticipate any American Bank of Freedom branch closings or any immediate change in branch hours.

Will American Bank of Freedom employees lose their jobs in the FMBH merger?

Staffing needs will be evaluated over the next few months, and some reorganization is expected as the organizations review staffing levels. No employment decisions have been made. Prior years of service with American Bank of Freedom will transfer to First Mid.

How long will American Bank of Freedom employee benefits continue after the FMBH merger announcement?

American Bank of Freedom will continue providing employee benefits until at least the transaction’s actual closing date. Any changes will be communicated in advance.

AI-generated analysis. How Rhea-AI works. Not financial advice.

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google

Filed by First Mid Bancshares, Inc.

pursuant to Rule 425 under the Securities Act of 1933,

as amended

 

Subject Company: Evergreen Bancshares, Inc.

First Mid Bancshares, Inc. Exchange Act File No.: 001-36434

 

 

Questions and Answers for our employees
concerning our recent merger announcement

 

Overview

On October 29, 2026, First Mid Bancshares, Inc. (First Mid) (NASDAQ: FMBH) and Evergreen Bancshares, Inc. and its subsidiary, American Bank of Freedom, were pleased to announce that American Bank of Freedom will become part of First Mid, headquartered in Mattoon, IL. We anticipate the transaction between the two organizations will close in Q1 2027 and completion of the bank merger and systems conversion will occur in Q2 2027. Combining banks means expanded services for American Bank of Freedom customers. After the transaction is complete, and we begin to integrate our organizations, customers will receive additional information about any changes to their current accounts which may affect them.

 

Why are we combining our banks?

This combination creates a larger organization that will broaden and strengthen the products and services available to our customers, including insurance and wealth offerings. Along with First Mid’s expanded infrastructure and larger geographic footprint, a higher lending limit from the combined organization will provide significant growth and enhanced opportunities for the customers and communities we serve. First Mid has a like-minded focus on commitment to community and is a fit both culturally and strategically for our customers, employees, and shareholders.

 

Who is First Mid?

First Mid Bancshares, Inc. is the parent company of First Mid Bank & Trust, First Mid Insurance Group, Inc., and First Mid Wealth Management Co. First Mid is a $9.4 billion community-focused organization that provides a full-suite of financial services including banking, insurance, wealth management, brokerage, and ag services through a sizeable network of locations throughout Illinois, Iowa, Missouri, Texas, and Wisconsin, and a loan production office in the greater Indianapolis area. More information about the Company is available on their website at www.firstmid.com.

 

 

 

 

First Mid Bank & Trust, the oldest national bank in Illinois, has proudly served communities since its chartering in 1865. Recognized as one of the nation’s top-performing banks, First Mid was recently named by Forbes among America’s Best Banks (#24) and the Best Banks in Illinois (#2).

 

First Mid has a strong team of over 1,300 employees who take great pride in the company, their work, and their ability to serve their customers, just like us. Investing in the communities it serves has long been a hallmark of First Mid and is embedded in the company’s core values.

 

Now that we have announced, what happens next?

For customers, until the transaction is complete, it’s business as usual at American Bank of Freedom. All our customers will receive a letter letting them know about this announcement and our continued commitment to care for their financial needs. We know customers may have questions about this change; therefore, we’ve prepared a helpful Q&A that may be provided for them.

 

For employees, it will be business as usual, delivering the same professional service to our customers, internal and external, as we have in the past. Over the next few months, work will begin to integrate our two organizations. The closing of this transaction is anticipated by Q1 2027 with a system conversion occurring in Q2. A conversion team, with representatives from both banks, will be put in place very soon.

 

How will our customers be notified?

A press release was issued on October 29, 2026. In addition, we will begin personally reaching out to our larger customers immediately. We also plan to mail a welcome letter and informational packet to our customers announcing the merger.

 

What should I say when customers ask me about the merger?

We will provide all employees with a document of frequently asked questions for our customers. Please familiarize yourself with this document to the best of your ability. Please assure customers we will continue to serve them as we have in the past and we will communicate with them as any changes occur.

 

What if someone from the media contacts me?

Only authorized American Bank of Freedom personnel are permitted to comment to the media. Please refer all media inquiries to Tim Nash, 636-328-6931, tnash@myamericanbank.net or First Mid Contact: Regina Nelson, Chief Marketing Officer, 636.626.2263 or media@firstmid.com.

 

 

 

Will our branch hours be changing?

We do not anticipate any immediate change in our hours. If there are changes of any kind in the future, we will share that information with our employees and customers well in advance.

 

Will any branches be closing?

First Mid’s branch network is complementary with the American Bank of Freedom branch network. We do not anticipate any American Bank of Freedom branch closings.

 

Will our name change?

Yes, the name will be changed to First Mid Bank & Trust when the banks merge in Q2 2027.

 

Will this change our commitment to our communities?

First Mid shares our commitment to community investment and community service. First Mid employees are encouraged and empowered to volunteer their time in the community, including paid time off to volunteer, and they donate thousands of volunteer hours every year.

 

 

Will this impact my job?

You will see no immediate impact on day-to-day operations because of today’s announcement. It is important to remember that until the transaction is completed, American Bank of Freedom will continue to operate as is, and it’s business as usual. There will be many details to work through as this transaction proceeds. Staffing needs will be evaluated over the next few months, and we will provide answers to further questions as soon as decisions are made. Our values align and there will be good people working hard to learn how we each do business. We’ll be working together to maximize our opportunities in the future.

 

Will people lose their jobs as a result of combining our banks?

It is simply too early in the process to speculate about individual roles and positions. There will be some reorganization as we evaluate our two organizations and review staffing levels to determine what appropriate levels are, but none of those decisions have been made yet. Our pledge to you is that we will communicate all employment decisions privately as soon as reasonably possible, after you’ve had an opportunity to meet with the First Mid team.


What will happen to my benefits (Medical, Dental, Vision, 401(k), Vacation, Sick Time, etc.)?

All employee benefits will continue to be provided by American Bank of Freedom until at least the actual closing date of the transaction. We understand the importance of this area and will give it the consideration it requires. Any changes will be communicated in advance to give employees time for consideration and personal decisions.

 

How does this announcement affect incentive plans?

Today’s announcement does not impact American Bank of Freedom employees’ 2026 personal goals and incentive plans. We will remain independent until the transaction closes, which is anticipated to occur in Q1 2027. Accordingly, we will continue to monitor and measure our performance against our initiatives and goals. 

 

I have vacation time scheduled; will I still be able to take it?

It is business as usual currently. All vacations are subject to the regular approval process by your supervisor.


Will I start over as a new employee or do I keep my seniority that I have with American Bank of Freedom?

Your prior years of service with American Bank of Freedom will transfer over with you to First Mid.

 

Who should I contact if I have additional questions?

We understand this is not a comprehensive list of questions you may have. Please reach out to your supervisor first with any additional questions. Otherwise, you may send your questions to mergerquestions@myamericanbank.net. Questions will be compiled, and answers provided periodically. Please know that we won’t have the answer to many questions at this early point in the transaction, as most answers will come nearer to closing, but know that we will get you correct information as soon as possible.

 

 

 

Forward Looking Statements

This document may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 regarding First Mid Bancshares, Inc. (“First Mid”), Evergreen Bancshares, Inc. (“Evergreen”) and the proposed transactions, including statements regarding anticipated benefits, integration, timing, approvals, customer relationships, operating results, expenses, market conditions, credit quality, liquidity, loan and deposit activity, and other expectations regarding the combined business. First Mid intends for these forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. Forward-looking statements, which are based on certain assumptions and describe future plans, strategies and expectations, are identified by use of the words “believe,” “expect,” “intend,” “anticipate,” “estimate,” “project,” “will,” “may,” “should,” or similar expressions. Actual results could differ materially from the results indicated by these statements because the realization of those results is subject to many risks and uncertainties, including, among other things, the possibility that the anticipated benefits of the proposed transactions will not be realized within the expected time period; the risk that integration of Evergreen with First Mid will be materially delayed or will be more costly or difficult than expected; the inability to complete the proposed transactions due to the failure to satisfy conditions to completion of the proposed transactions, including failure to obtain required regulatory, shareholder and other approvals; the failure of the proposed transactions to close for any other reason; the effect of the announcement of the proposed transactions on customer relationships and operating results; the possibility that the proposed transactions may be more expensive to complete than anticipated; changes in interest rates; general economic conditions and market-area conditions; legislative and/or regulatory changes; risks relating to Evergreen as a privately held company whose business and financial information has not been subject to public company reporting requirements; monetary and fiscal policies of the U.S. Government, including policies of the U.S. Treasury and the Federal Reserve Board; the quality, composition and valuation of loan and investment portfolios; demand for loan products; deposit flows; competition; demand for financial services; accounting principles, policies and guidelines; and the ability to complete the proposed transactions or any of the foregoing risks. Additional information concerning First Mid, including additional factors and risks that could materially affect First Mid’s financial results, is included in First Mid’s filings with the SEC, including its Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q. Forward-looking statements speak only as of the date they are made. Except as required under the federal securities laws or the rules and regulations of the SEC, First Mid does not undertake any obligation to update, revise or review any forward-looking information, whether as a result of new information, future events or otherwise.

 

 

Important Information about the Merger and Additional Information

First Mid will file a registration statement on Form S-4 with the SEC in connection with the proposed transactions. The registration statement will include a proxy statement of Evergreen that also constitutes a prospectus of First Mid, which will be sent to the shareholders of Evergreen. Evergreen shareholders are urged to read the proxy statement/prospectus when it becomes available, which will contain important information about First Mid, Evergreen and the proposed transactions, including detailed risk factors. The proxy statement/prospectus and other documents which will be filed by First Mid with the SEC will be available free of charge at the SEC’s website, www.sec.gov. These documents also can be obtained free of charge by accessing First Mid’s website at www.firstmid.com under the tab “Investor Relations” and then under “SEC Filings.” Alternatively, when available, these documents can be obtained free of charge from First Mid upon written request to First Mid Bancshares, PO Box 499, Mattoon, IL 61938, Attention: Investor Relations; or from Evergreen upon written request to Evergreen Bancshares, Inc., 1701 Macklind Avenue, St. Louis, MO 63110, Attention: Chief Financial Officer. A final proxy statement/prospectus will be mailed to the shareholders of Evergreen.

 

 

 

 

Participants in the Solicitation

First Mid and Evergreen, and certain of their respective directors, executive officers, and other members of management and employees, are participants in the solicitation of proxies in connection with the proposed transactions. Information about the directors and executive officers of First Mid is set forth in the proxy statement for its 2026 annual meeting of stockholders, which was filed with the SEC on March 17, 2026. This document can be obtained free of charge from the sources provided above. Information about Evergreen’s directors and executive officers, and a description of their direct and indirect interests in the proposed transactions, by security holdings or otherwise, will be included in the proxy statement/prospectus when it becomes available. Investors may obtain additional information regarding the interests of such participants in the proposed transactions by reading the proxy statement/prospectus for such proposed transactions when it becomes available.

 

 

No Offer or Solicitation

This communication shall not constitute an offer to sell or the solicitation of an offer to buy securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction.

 

 

Keep reading