Guaranty director disposes 57,200 GNTY shares in Glacier merger

Rhea-AI Filing Summary

Carl Johnson Jr., a director of Guaranty Bancshares, Inc. (GNTY), reported a transaction dated 10/01/2025 in which he disposed of 57,200 shares of Guaranty common stock pursuant to the merger agreement dated June 24, 2025. The shares were exchanged for shares of Glacier Bancorp, Inc. common stock with a market value of $48.75 per share on the merger effective date. Following the reported disposition, the form shows 0 shares of Guaranty common stock beneficially owned by the reporting person. The Form 4 was signed by an attorney-in-fact on 10/02/2025.

Positive

• Disposition executed under merger agreement, indicating a contractual exchange for Glacier stock
• Per-share valuation of $48.75 on the effective date is disclosed for the exchanged shares

Negative

• Reporting person beneficial ownership reduced to 0 shares of Guaranty Bancshares common stock following the transaction

Insights

Corporate Governance Analyst

Director disposed of all GNTY holdings in the Glacier merger.

The filing documents a disposition of 57,200 Guaranty shares on 10/01/2025 under the Plan and Agreement of Merger dated June 24, 2025. The shares were exchanged for Glacier common stock valued at $48.75 per share on the effective date.

This is a transaction tied to a corporate combination rather than an open-market sale, and the filing shows the reporting person holds 0 Guaranty shares after the exchange. The recordable effect is a transfer of insider ownership from Guaranty to Glacier stockholders under the merger terms.

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

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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^*

JOHNSON CARL JR

(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		57,200	D	(1)	0	D

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 in exchange for 57,200 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 the GNTY Form 4 filed by Carl Johnson Jr. report?

It reported a disposition of 57,200 Guaranty shares on 10/01/2025 exchanged under the merger agreement for Glacier common stock valued at $48.75 per share.

What was the reporting person's relationship to GNTY?

The form identifies the reporting person as a Director of Guaranty Bancshares, Inc.

How many GNTY shares does the reporting person own after the transaction?

The Form 4 shows 0 shares beneficially owned following the reported transaction.

When was the transaction executed and when was the Form 4 signed?

The transaction date is 10/01/2025 and the Form 4 was signed by attorney-in-fact on 10/02/2025.

Under what agreement were the shares disposed?

The shares were disposed pursuant to the Plan and Agreement of Merger dated June 24, 2025 among Guaranty Bancshares, Guaranty Bank & Trust, Glacier Bancorp, Inc., and Glacier Bank.