Hills Bancorporation (NASDAQ: HBIA) plans $20.7M ACT campus purchase
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
Hills Bancorporation, through its subsidiary Hills Bank and Trust Company, agreed to purchase approximately 19.2 acres at 200 and 500 ACT Drive in Iowa City for $20,700,000. The bank plans to use the property to consolidate operational teams and support long-term growth, while its headquarters will remain in Hills, Iowa.
The deal is documented in an Agreement of Purchase and Sale dated May 11, 2026 and is subject to standard real estate conditions, including any required regulatory approvals. Closing is scheduled for the first quarter of 2027, and the company highlights related forward-looking statement risks.
Positive
- None.
Negative
- None.
8-K Event Classification
2 items: 1.01, 9.01
2 items
Item 1.01
Entry into a Material Definitive Agreement
Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Key Figures
Purchase price: $20,700,000
Property size: approximately 19.2 acres
Closing timing: first quarter of 2027
+2 more
5 metrics
Purchase price
$20,700,000
Agreement of Purchase and Sale dated May 11, 2026
Property size
approximately 19.2 acres
Portion of land at 200 and 500 ACT Drive, Iowa City
Closing timing
first quarter of 2027
Scheduled closing for ACT campus acquisition
Agreement exhibit
Exhibit 10.1
Agreement of Purchase and Sale filed as exhibit
Agreement date
May 11, 2026
Date Hills Bank entered into the purchase agreement
Key Terms
Material Definitive Agreement, Agreement of Purchase and Sale, forward-looking statements, Private Securities Litigation Reform Act of 1995, +1 more
5 terms
Material Definitive Agreement regulatory
"Item 1.01 Entry into a Material Definitive Agreement."
A material definitive agreement is a legally binding contract that creates major, long‑term obligations or rights for a company, such as loans, asset sales, mergers, or supplier deals. Think of it like a mortgage or lease for a business: it can change future cash flow, risk and control, so investors watch these agreements closely because they can materially affect a company’s value, financial health and stock price.
Agreement of Purchase and Sale financial
"entered into an Agreement of Purchase and Sale (the "Agreement") for the acquisition of land"
forward-looking statements regulatory
"contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
Private Securities Litigation Reform Act of 1995 regulatory
"forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995"
Regulation S-K regulatory
"omitted from the exhibit pursuant to Item 601(b)(10)(iv) of Regulation S-K"
A set of U.S. Securities and Exchange Commission rules that tell public companies which narrative and qualitative details must be disclosed in filings, such as risk factors, management discussion, executive pay, legal proceedings and business description. Think of it as a standardized checklist or blueprint that ensures investors get the same types of background information from every company so they can compare risks, management quality and strategy before making investment decisions.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (date of earliest event reported)
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation or organization) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||||||||||||
(Address of Principal Executive Offices) | (Zip Code) | |||||||||||||
(319 ) 679-2291
Registrant's telephone number, including area code
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
Securities registered pursuant to Section 12(b) of the Act:
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter)
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Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Item 1.01 Entry into a Material Definitive Agreement.
On May 11, 2026, Hills Bank and Trust Company ("Hills Bank"), a wholly-owned subsidiary of Hills Bancorporation (the "Company"), entered into an Agreement of Purchase and Sale (the "Agreement") for the acquisition of land and improvements consisting of approximately 19.2 acres, which is a portion of land commonly known as 200 and 500 ACT Drive, Iowa City, Iowa. The Company intends to use the Property to consolidate operational teams in a single location and to address long-term operational needs. The Company's headquarters will remain in Hills, Iowa.
The purchase price is $20,700,000. The transaction is subject to a number of standard real estate purchase conditions including any required regulatory approvals. Closing is scheduled for the first quarter of 2027. Other than the Agreement, there is no material relationship between the Company or Hills Bank and the Seller.
The foregoing summary of the Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Agreement, a copy of which is filed as Exhibit 10.1 hereto and incorporated herein by reference. Certain personally identifiable information, including notice addresses and contact information of individuals, has been omitted from the exhibit pursuant to Item 601(b)(10)(iv) of Regulation S-K because such information is not material and would likely cause competitive harm to the Company if publicly disclosed.
Forward-Looking Statements
This Current Report on Form 8-K contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the Company's intended use of the Property, anticipated closing date, and plans for future growth and operations. These statements are based on management's current expectations and are subject to risks and uncertainties that could cause actual results to differ materially, including the failure to obtain regulatory approval, the failure to satisfy conditions precedent to closing, adverse findings during the due diligence inspection period, and other risks described in the Company's filings with the Securities and Exchange Commission. The Company undertakes no obligation to update any forward-looking statement to reflect events or circumstances after the date of this report.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description | ||||
10.1 | Agreement of Purchase and Sale, dated May 11, 2026, by and between JNB Campus, LLC and Hills Bank and Trust Company (certain information has been omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K). | ||||
99.1 | Press Release | ||||
SIGNATURE
Pursuant to the requirement of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
HILLS BANCORPORATION
Date: May 15, 2026
/s/ Anthony V. Roetlin
Anthony V. Roetlin,
Treasurer and Chief Financial Officer
FOR IMMEDIATE RELEASE Hills Bank Announces Purchase Within Former ACT Campus to Support Long-Term Operations and Continued Community Investment HILLS, Iowa – May 15, 2026 — Hills Bank and Trust Company announced today that it has entered into an agreement for the purchase of a portion of the former ACT campus in Iowa City, consisting of the ACT Ferguson and Davidsen Buildings. The acquisition supports the bank’s long-term operational needs while preserving and repurposing a professional campus in the community. Hills Bank has experienced sustained growth over time and reached capacity across several existing facilities. The purchase provides an opportunity to consolidate operational teams in a single location with space to support collaboration, efficiency, and future growth. “This is a thoughtful long-term decision that reflects our continued growth and commitment to remaining an independent, locally based community bank, while reinvesting in a site that has long been an important part of the Iowa City area,” said Lisa Shileny, President and Chief Executive Officer of Hills Bank and Trust Company. “It positions us to support our employees, customers, and communities well into the future.” The bank’s location in Hills, where the bank has been rooted for more than a century, will remain the company’s headquarters, retaining its full-service branch, leadership presence, and customer-service teams. The ACT property provides additional capacity beyond the bank’s current needs, and Hills Bank plans to use the space deliberately over time, including housing operational teams, utilizing shared areas for training and development, and leasing portions of the campus. The bank also expects to explore meaningful ways the property could remain active and connected to the broader community, consistent with its operational needs and ongoing stewardship. About Hills Bank and Trust Company Founded in 1904, Hills Bank and Trust Company is an independent, locally owned community bank serving eastern Iowa.
FAQ
What property is Hills Bancorporation (HBIA) purchasing in Iowa City?
Hills Bank and Trust Company is purchasing about 19.2 acres at 200 and 500 ACT Drive in Iowa City, including the ACT Ferguson and Davidsen Buildings. The site is part of the former ACT campus and will be repurposed to support the bank’s operational needs.
How much is Hills Bancorporation (HBIA) paying for the ACT campus property?
The purchase price is $20,700,000 for roughly 19.2 acres within the former ACT campus. This agreement of purchase and sale is intended to provide space to consolidate operational teams, support collaboration, and accommodate Hills Bank’s long-term growth plans and community investment efforts.
When is the Hills Bancorporation (HBIA) ACT campus acquisition expected to close?
Closing is scheduled for the first quarter of 2027, subject to standard real estate conditions and any required regulatory approvals. The timing reflects due diligence and approval processes, and the company notes that various risks could cause the actual closing date or outcome to differ.
Will Hills Bancorporation (HBIA) move its headquarters to the ACT campus?
No. The company states its headquarters will remain in Hills, Iowa, where the bank has been based for more than a century. The ACT property will primarily house operational teams, training and development spaces, and potential leased areas, complementing rather than replacing the existing headquarters.
How does Hills Bancorporation (HBIA) plan to use the additional ACT campus space?
Hills Bank plans to consolidate operational teams in the ACT Ferguson and Davidsen Buildings, use shared areas for training and development, and lease portions of the campus. The bank also expects to explore ways to keep the property active and connected to the broader community over time.
What risks does Hills Bancorporation (HBIA) highlight about the ACT campus purchase?
The company cites forward-looking statement risks, including failure to obtain regulatory approval, failure to satisfy closing conditions, and adverse findings during the due diligence inspection period. These risks could cause actual results or the transaction’s timing to differ materially from current expectations.