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[Form 4] GUARANTY BANCSHARES INC /TX/ Insider Trading Activity

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Richard W. Baker, a director of Guaranty Bancshares, Inc. (GNTY), reported disposals on 10/01/2025 under the Plan and Agreement of Merger with Glacier Bancorp, Inc. The filing shows three disposals exchanged for Glacier common stock at a stated market value of $48.75 per share: 280,500 shares, 364,000 shares, and 11,000 shares, for a total of 655,500 Guaranty shares. Following these transactions the form reports 0 shares beneficially owned by the reporting person in each line. The Form 4 was signed by an attorney-in-fact on behalf of the reporting person and reflects the merger consideration stated in the explanation sections.

Positive

  • Transaction executed under the Merger Agreement, indicating a contractual exchange rather than an open-market sale
  • Consideration stated as $48.75 per share, providing a clear valuation metric for the exchanged shares

Negative

  • Total of 655,500 Guaranty shares disposed by the reporting person across three lines
  • Reported beneficial ownership reduced to 0 for the disclosed holdings after the transactions

Insights

Director exchanged all reported GNTY holdings for Glacier stock under the merger.

The Form 4 documents that Richard W. Baker disposed of a total of 655,500 Guaranty shares on 10/01/2025 pursuant to the Merger Agreement, leaving reported beneficial ownership at 0 for the disclosed lines. This is a contractual transaction tied to the merger, not an open-market sale.

The filing clarifies the disposals were in exchange for Glacier common stock valued at $48.75 per share on the effective date, which simply records the transaction terms rather than an independent trading decision by the director.

All disposals are specified as merger consideration with stated per-share value.

The entries break down to 280,500, 364,000, and 11,000 shares exchanged for Glacier stock at $48.75 per share, and each line lists ownership after the transaction as 0. The form cites the Merger Agreement dated June 24, 2025, as the governing document for these exchanges.

This Form 4 is a compliance disclosure showing transfers tied to the merger; it reports facts about the transaction and resulting holdings only.

SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
X
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Baker Richard W.

(Last) (First) (Middle)
C/O GUARANTY BANCSHARES, INC.
201 SOUTH JEFFERSON AVENUE

(Street)
MOUNT PLEASANT TX 75455

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
GUARANTY BANCSHARES INC /TX/ [ GNTY ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
10/01/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 10/01/2025 D 280,500 D (1) 0 D
Common Stock 10/01/2025 D 364,000 D (2) 0 I By Richard W. Baker Trust, of which Reporting Person is trustee.
Common Stock 10/01/2025 D 11,000 D (3) 0 I By Reporting Person's spouse.
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. Disposed of pursuant to the Plan and Agreement of Merger, dated as of June 24, 2025, by and among, Guaranty Bancshares, Inc., Guaranty Bank & Trust, N.A., Glacier Bancorp, Inc. ("Glacier"), and Glacier Bank (the "Merger Agreement") in exchange for 280,500 shares of Glacier common stock having a market value of $48.75 per share on the effective date of the merger.
2. Disposed of pursuant to the Merger Agreement in exchange for 364,000 shares of Glacier common stock having a market value of $48.75 per share on the effective date of the merger.
3. Disposed of pursuant to the Merger Agreement in exchange for 11,000 shares of Glacier common stock having a market value of $48.75 per share on the effective date of the merger.
/s/ Shalene A. Jacobson, as attorney-in-fact 10/02/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did GNTY director Richard W. Baker report on Form 4?

He reported disposals of 280,500, 364,000, and 11,000 Guaranty shares on 10/01/2025 exchanged for Glacier common stock under the Merger Agreement.

How many total Guaranty shares were exchanged in the Form 4 (GNTY)?

A total of 655,500 Guaranty Bancshares shares were disposed and exchanged for Glacier common stock.

What was the per-share value used for the exchange in the filing?

The Form 4 states a market value of $48.75 per share on the effective date of the merger.

Was the sale an open-market transaction or merger consideration?

The disposals were made pursuant to the Merger Agreement and described as exchanges for Glacier common stock.

What was the reporting person's relationship to GNTY?

The filer is identified as a director and the disposals include shares held indirectly (trust and spouse) and directly.
Guaranty Bancshares Inc Tex

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GNTY Stock Data

553.20M
8.84M
22.2%
31.32%
0.82%
Banks - Regional
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United States
MOUNT PLEASANT