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Hills Bancorporation approved a two-for-one stock split of its issued and outstanding common shares. Each shareholder of record as of the close of business on June 1, 2026 will receive one additional share for every share held, with distribution on June 8, 2026.
Following the split, authorized common shares will increase from 20,000,000 to 40,000,000, all with no par value. All new shares will be issued in book-entry form through Computershare, and outstanding stock options and restricted stock awards will be proportionally adjusted so share counts double and option exercise prices are halved.
Hills Bancorporation held its annual shareholder meeting on April 20, 2026, where investors voted on directors, executive pay, and the audit firm.
Shareholders elected four directors, each to serve until the 2029 annual meeting, approved the non-binding advisory vote on executive compensation, and supported the non-binding appointment of Crowe, LLP as the independent registered public accounting firm.
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.
Hills Bancorporation reported unaudited net income of $21.9 million for the quarter ended March 31, 2026, giving shareholders an early look at its quarterly performance.
The company highlighted an unaudited capital ratio of 11.7%, calculated as total stockholders’ equity minus the maximum cash obligation related to ESOP shares, divided by total assets. This is a management-defined, non-regulatory measure.
Hills Bancorporation also noted that its primary regulatory capital metric is the Community Bank Leverage Ratio (CBLR), which was approximately 13.15% as of March 31, 2026, indicating a solid buffer above typical minimum regulatory capital levels.
Hills Bancorporation director Roger K. Smith filed an initial ownership report showing he directly holds 100 shares of the company’s common stock. This Form 3 filing records his starting stake as a director and does not report any recent purchases or sales.
Hills Bancorporation executive Nelson Kenza Bemis, who serves as SVP and General Counsel, filed an initial Form 3 detailing his ownership of the company’s common stock. The filing shows indirect ownership of 2,100 shares held through a bank ESOP and 681 shares held with his spouse.
In addition, he directly owns 3,341.504 shares of common stock. The filing is a baseline disclosure of his beneficial holdings rather than a report of recent share purchases or sales.
Hills Bancorporation reported that its Audit Committee approved the engagement of Crowe LLP as the company’s independent registered public accounting firm for the fiscal year ending December 31, 2026. The company states that, during the past two fiscal years and through April 2, 2026, it did not consult Crowe on accounting principles, audit opinions, or financial reporting decisions, and there were no matters involving disagreements or reportable events under Regulation S‑K.
Hills Bancorporation senior executive Brian R. Globokar received additional common shares through an employee stock purchase plan. On this Form 4, he acquired 30.6748 shares of common stock at $73.35 per share under the company’s plan on April 1, 2026, bringing his direct holdings to 3,775.0298 shares.
Hills Bancorporation senior vice president and chief financial officer Anthony V. Roetlin acquired 30.6748 shares of common stock on April 1, 2026 through the company’s employee stock purchase plan at $73.35 per share. Following this routine compensation-related acquisition, he directly holds 3,410.1074 common shares.