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

Guaranty director exchanges 27,070 shares under merger for $48.75

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

Rhea-AI Filing Summary

On 10/01/2025, reporting person Jeffrey W. Brown, a director of Guaranty Bancshares, Inc. (GNTY), disposed of a total of 27,070 shares of Guaranty common stock — 26,720 shares held indirectly by JBGB Brown FLP and 350 shares held in his IRA. The disposals occurred pursuant to the Merger Agreement dated June 24, 2025, with Glacier Bancorp, Inc. and resulted in an exchange for Glacier common stock valued at $48.75 per share on the merger effective date. After these transactions, the reporting person holds 0 Guaranty shares indirectly.

Positive

  • 27,070 Guaranty shares exchanged for Glacier common stock under the Merger Agreement
  • Transaction price for exchanged shares documented at $48.75 per share on the merger effective date
  • Reporting person now shows 0 indirect ownership of Guaranty common stock following the exchange

Negative

  • None.

Insights

Insider transferred all reported GNTY holdings into Glacier stock under the merger.

The Form 4 shows 27,070 Guaranty shares were disposed on 10/01/2025 under the Merger Agreement with Glacier Bancorp, Inc.

This filing documents execution of the merger consideration mechanism: the insider received Glacier common stock valued at $48.75 per share on the effective date and now reports 0 indirect ownership of Guaranty common stock.

Insider BROWN JEFFREY W
Role Director
Type Security Shares Price Value
Disposition Common Stock 26,720 $0.00 --
Disposition Common Stock 350 $0.00 --
Holdings After Transaction: Common Stock — 0 shares (Indirect, By JBGB Brown FLP, of which Reporting Owner is general partner.)
Footnotes (1)
  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 26,720 shares of Glacier common stock having a market value of $48.75 per share on the effective date of the merger. Disposed of pursuant to the Merger Agreement in exchange for 350 shares of Glacier common stock having a market value of $48.75 per share on the effective date of the merger.
Form 4 Insider Transactions: What Each Field Means →
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*
BROWN JEFFREY W
(Last) (First) (Middle)
C/O GUARANTY BANCSHARES, INC.
201 SOUTH JEFFERSON AVE
(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 26,720 D (1) 0 I By JBGB Brown FLP, of which Reporting Owner is general partner.
Common Stock 10/01/2025 D 350 D (2) 0 I By Reporting Owner IRA.
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 26,720 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 350 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.

Source: View Original Filing on SEC EDGAR

FAQ

What transaction did GNTY director Jeffrey W. Brown report on Form 4?

He reported disposing of 26,720 shares held by JBGB Brown FLP and 350 shares held in his IRA — total 27,070 shares — on 10/01/2025 pursuant to the Merger Agreement.

What did Jeffrey W. Brown receive in exchange for his GNTY shares?

The Form 4 states the Guaranty shares were exchanged for Glacier Bancorp, Inc. common stock valued at $48.75 per share on the effective date of the merger.

Does the Form 4 show any remaining Guaranty ownership by the reporting person?

No. After the reported transactions the filing shows 0 shares of Guaranty common stock beneficially owned indirectly by the reporting person.

When was the Form 4 signed and filed?

The signature block shows the form was signed by an attorney-in-fact on 10/02/2025.

Which agreement governed the disposals reported on the Form 4?

The disposals were made pursuant to the Plan and Agreement of Merger dated June 24, 2025, among Guaranty Bancshares, Glacier Bancorp, Inc., and related parties.