Hills Bancorporation details routine board retirements

Hills Bancorporation reported changes to its Board of Directors under its existing director retirement policy.

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Form Type

8-K

Rhea-AI Filing Summary

Hills Bancorporation reported changes to its Board of Directors under its existing director retirement policy. The policy calls for directors to retire as of the date of the annual meeting following their attainment of age 72. On April 20, 2026, three long-serving directors — Michael E. Hodge, Ann Marie Rhodes, and Thomas R. Wiele — retired from the Board in accordance with this policy. The filing formalizes these routine governance changes and confirms the company’s adherence to its established board succession framework.

8-K Event Classification

Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers

1 item

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Key Terms

Board of Directors, director retirement, Emerging growth company

3 terms

Board of Directors financial

"retired from the Board of Directors of Hills Bancorporation"

The Board of Directors is a group of people chosen by a company's owners to help make big decisions and oversee how the company is run. They act like a team of advisors or managers, making sure the company stays on track and meets its goals. Their choices can influence the company's success and how it grows.

director retirement financial

"policy on director retirement as of the date of the Annual Meeting"

Emerging growth company regulatory

"Emerging growth company o Item 5.02 Departure of Directors"

An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

FAQ

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What board changes did Hills Bancorporation (HBIA) report on April 20, 2026?

Hills Bancorporation reported that three directors, Michael E. Hodge, Ann Marie Rhodes, and Thomas R. Wiele, retired from its Board of Directors on April 20, 2026. These retirements followed the company’s established policy on director retirement at the annual meeting after age 72.

Why did directors retire from the Hills Bancorporation (HBIA) board?

The directors retired in line with Hills Bancorporation’s existing policy requiring director retirement as of the date of the annual meeting following a director’s attainment of age 72. The filing clarifies that the departures of Michael E. Hodge, Ann Marie Rhodes, and Thomas R. Wiele are routine policy-driven changes.

Which Hills Bancorporation (HBIA) directors retired under the age 72 policy?

The retiring Hills Bancorporation directors are Michael E. Hodge, Ann Marie Rhodes, and Thomas R. Wiele. The company states that each left the Board of Directors on April 20, 2026, in accordance with its policy on director retirement tied to reaching age 72 and the subsequent annual meeting.

What does Hills Bancorporation’s director retirement policy require?

Hills Bancorporation’s policy requires directors to retire as of the date of the annual meeting following their attainment of age 72. The April 20, 2026 board changes, involving the retirements of Michael E. Hodge, Ann Marie Rhodes, and Thomas R. Wiele, are described as consistent with this policy.

Who signed the Hills Bancorporation (HBIA) 8-K reporting director retirements?

The 8-K reporting the director retirements was signed by Lisa A. Shileny, who is identified as Director, President and Chief Executive Officer of Hills Bancorporation. Her signature appears on behalf of the registrant to certify the report under the Securities Exchange Act of 1934.

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Accepted by SEC EDGAR 04/24/2026 - 03:01 PM EDT

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

April 20, 2026

Date of Report (date of earliest event reported)

HILLS BANCORPORATION

(Exact name of registrant as specified in its charter)

Iowa

0-12668

42-1208067

(State or other jurisdiction of incorporation or organization)

(Commission File Number)

(I.R.S. Employer Identification No.)

131 E. Main Street, PO Box 160

Hills

Iowa

52235

(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):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered

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).

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.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

In Accordance with the Board of Directors' policy on director retirement as of the date of the Annual Meeting following a director's attainment of age 72, on April 20, 2026, Michael E. Hodge, Ann Marie Rhodes, and Thomas R. Wiele retired from the Board of Directors of Hills Bancorporation.

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: April 24, 2026

/s/ Lisa A. Shileny

Lisa A. Shileny,

Director, President and Chief Executive Officer

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

3 documents