FIRST MID BANCSHARES, INC. SEC Filings

The Vanguard Group amended its Schedule 13G/A reporting for First Mid Bancshares Inc. The filing states zero shares beneficially owned and 0% of the common stock as of the amendment, and explains an internal realignment effective January 12, 2026 that disaggregated certain subsidiaries' holdings for SEC reporting purposes.

The form lists Vanguard's address and an authorized signature by Ashley Grim, Head of Global Fund Administration, dated 03/26/2026. The amendment affirms Vanguard and certain related entities do not beneficially own more than 5% of the class.

First Mid Bancshares, Inc. is asking stockholders to vote at its April 29, 2026 annual meeting on electing four Class I directors for terms expiring in 2029, holding an advisory vote on executive compensation, and handling any other proper business. Stockholders of record on March 5, 2026, when 26,622,310 common shares were outstanding, may vote.

The proxy details a largely independent 10‑member board, active audit, compensation, nominating & governance, and risk committees, and a focus on diversity, human capital and community and environmental initiatives. Executive pay combines salary, annual cash incentives tied mainly to adjusted net income, asset quality, efficiency, lines-of-business results and loan growth, plus performance‑based RSUs. For 2025, adjusted net income of $91.6 million exceeded target, producing above‑target bonuses, including a $1,019,364 cash incentive for CEO Joseph R. Dively on a $543,400 base salary and maximum vesting of his 12,000‑unit RSU award (earning 13,200 shares).

First Mid Bancshares has completed its acquisition of Two Rivers Financial Group, merging Two Rivers into a First Mid subsidiary. Two Rivers shareholders received 1.225 shares of First Mid common stock for each Two Rivers share, plus cash for fractional shares, resulting in approximately 2,539,879 First Mid shares issued as consideration.

As of December 31, 2025, Two Rivers had about $1.2 billion in assets, $883 million in loans, $1.0 billion in deposits, and more than $1.2 billion in trust and wealth assets under management across 14 Iowa locations. Following the deal, First Mid now has approximately $9.1 billion in total assets and $7.9 billion in total trust and wealth assets under management.

In connection with the merger, First Mid assumed $10,310,000 of Two Rivers’ junior subordinated debt securities due March 15, 2035, and a Bankers’ Bank loan with approximately $20,074,551 outstanding as of February 28, 2026. The company expects customer account conversions from Two Rivers to occur in June, with communications provided in advance.

First Mid Bancshares, Inc. files its annual report describing a diversified community banking, wealth management and insurance platform operating across Illinois, Missouri, Wisconsin, Texas and Indiana. As of February 27, 2026, 24,082,479 common shares were outstanding.

Commercial real estate loans grew from $1.7 billion at December 31, 2021 to $2.6 billion at December 31, 2025, with about 74% of 2025 revenue from lending. Net interest margin on a tax‑equivalent basis improved to 3.70% in 2025 from 3.34% in 2024.

The company emphasizes human capital investment, leadership development and broad employee benefits, and reports 18,685 volunteer hours in 2025. It remains strongly capitalized, with consolidated total risk‑based capital of 15.67% and leverage of 11.07% at December 31, 2025, and continues to pursue organic and acquisition‑driven growth, including the 2023 Blackhawk Bancorp deal valued at $93.51 million.

First Mid Bancshares, Inc. reports that stockholders of Two Rivers Financial Group, Inc. have approved their previously announced merger. Two Rivers will merge into a First Mid subsidiary, making it a wholly owned company within the group.

The merger is expected to close on February 28, 2026, subject to customary closing conditions in the merger agreement. The companies also highlight numerous risk factors that could delay or prevent completion, including integration challenges, regulatory and economic changes, and potential impacts on customer relationships.

First Mid Bancshares, Inc. entered into a Tenth Amendment to its Sixth Amended and Restated Credit Agreement with The Northern Trust Company, which evidences a $15 million revolving loan.

The amendment provides Northern Trust’s consent to certain matters related to First Mid’s pending acquisition by merger of Two Rivers Financial Group, Inc.

First Mid Bancshares, Inc. entered a Tenth Amendment to its Sixth Amended and Restated Credit Agreement with The Northern Trust Company that evidences a $15 million revolving loan and provides lender consents related to the company’s pending merger acquisition of Two Rivers Financial Group, Inc.

The filing notes that First Mid’s Form S-4 registration statement was declared effective on January 16, 2026 and that a final proxy/prospectus was mailed to Two Rivers shareholders on January 23, 2026. The report also includes customary forward-looking statements and instructions for obtaining the proxy/prospectus.

FIRST MID BANCSHARES, INC. director James Edwin Zimmer reported open-market purchases of a total of 217 shares of common stock on February 17, 2026, at prices between $43.5795 and $43.7302 per share.

The shares were bought in five separate custodial accounts for the benefit of his grandchildren under the Illinois Uniform Transfers to Minors Act, where he serves as custodian and disclaims beneficial ownership except for any pecuniary interest.

Zimmer also reported holdings of 5,997.4411 shares held directly, 17,825.2956 shares held indirectly through a deferred compensation plan, and 4,050 shares held indirectly through an IRA.