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ISABELLA BANK CORP director Jill Bourland reported a purchase of company stock. On 2026-08-17, she bought 7.2133 shares of common stock in a purchase categorized as an open market or private transaction at $41.59 per share. After this transaction, her direct holdings total 5,899.2943 shares of ISBA common stock.
Isabella Bank Corporation entered into a new Supplemental Executive Retirement Plan participation agreement with its Chief Financial Officer, Gerald J. Ritzert, effective August 11, 2026. The agreement provides for eight annual credits totaling $300,000 to his Plan account. It specifies an early retirement age of 55 and a normal retirement age of 65. The default payment form upon separation from service is replaced with five annual installments, aligning with similar prior agreements. The detailed Participation Agreement is included as Exhibit 10.1.
Isabella Bank Corporation and Grand River Commerce, Inc. plan a three-step business combination in which Grand River and its bank subsidiary will ultimately merge into Isabella and Isabella Bank. At the effective time, each Grand River share (excluding certain held or dissenting shares) will be converted into either cash or Isabella stock, subject to elections and proration so that approximately 35% of Grand River shares are exchanged for cash and 65% for Isabella stock.
The aggregate cash consideration is $18,262,391; the stock portion is based on issuing 839,003 Isabella shares. Assuming 9,136,529 Grand River shares outstanding at closing, the estimated per-share cash consideration is about $5.71 and the estimated exchange ratio is 0.1413. Aggregate cash can be reduced dollar-for-dollar if Grand River’s adjusted equity is below $45.7 million, and closing requires at least $40.0 million in adjusted equity. Based on 839,003 Isabella shares to be issued, former Grand River holders are expected to own about 9.9% of Isabella after closing.
At an entirely virtual special meeting on September 18, 2026, holders of voting Grand River common stock as of the August 3, 2026 record date will vote on approving the merger agreement and a possible adjournment. The Grand River board unanimously recommends voting in favor and has obtained a fairness opinion from Brean Capital. The deal requires regulatory approvals, tax opinions that the transaction qualifies as a Section 368(a) reorganization, and other conditions, so completion timing is uncertain.
Isabella Bank Corporation reported Q2 2026 net income of $5.0 million, roughly unchanged from $5.0 million a year earlier, while six‑month net income rose to $10.0 million from $9.0 million. Net interest income increased to $35.0 million for the first half of 2026 from $29.7 million in 2025.
Total assets were $2.22 billion and loans held for investment were $1.59 billion at June 30, 2026. Deposits were $1.81 billion, slightly below year‑end 2025, while shareholders’ equity increased to $248.7 million, helped by common stock issuance and retained earnings, partly offset by accumulated other comprehensive loss.
The company declared cash dividends of $0.28 per share in Q2. It entered a $30.0 million at‑the‑market common stock program with Piper Sandler & Co. and signed a merger agreement with Grand River Commerce, Inc., a $511.7 million‑asset bank holding company. Assuming completion in Q4 2026, the pro forma company is projected to have about $2.7 billion in assets.
Isabella Bank Corporation plans to acquire Grand River Commerce, Inc. via a stock-and-cash merger. Grand River shareholders can elect cash or Isabella stock, subject to proration so that approximately 35% of Grand River shares are exchanged for cash and 65% for Isabella shares.
The deal provides aggregate cash consideration of $18,262,391 and 839,003 Isabella common shares, with estimated per-share cash of $5.71 and an estimated exchange ratio of 0.1413 based on 9,136,529 Grand River shares. At Isabella share prices of $43.24 and $40.24, the aggregate merger value is illustrated at about $54.6 million and $52.0 million, respectively.
The cash pool can be reduced if Grand River’s adjusted shareholders’ equity is below $45.7 million, and closing requires Grand River adjusted equity of at least $40.0 million, regulatory approvals, tax opinions, and shareholder approval. After closing, former Grand River holders are expected to own about 9.9% of Isabella. Grand River shareholders have dissenters’ rights under Michigan law.
Isabella Bank Corporation plans to acquire Grand River Commerce, Inc. via a stock-and-cash merger. A wholly owned Isabella subsidiary will merge into Grand River, then Grand River will merge into Isabella, followed by a bank merger of Grand River Bank into Isabella Bank.
Each Grand River common share (voting and non-voting, excluding specified and dissenting shares) will convert into either cash or Isabella stock, subject to proration so that 35% of shares are cashed out and 65% receive Isabella shares. The aggregate cash pool is $18,262,391; the stock pool is 839,003 Isabella shares, producing an estimated per-share cash amount of $5.71 and an estimated exchange ratio of 0.1413 based on 9,136,529 Grand River shares at closing.
At Isabella prices of $43.24 on June 11, 2026 and $40.24 on August 3, 2026, total merger value was about $54.6 million and $52.0 million, respectively. Post-merger, former Grand River holders are expected to own about 9.9% of Isabella. Completion requires approval of Grand River voting shareholders at a September 18, 2026 virtual special meeting, multiple regulatory approvals, effectiveness of the registration statement, a minimum Grand River adjusted equity of $40.0 million, and other customary conditions. Grand River shareholders have dissenters’ rights under Michigan law, and the deal is intended to qualify as a tax-free reorganization for U.S. federal income tax purposes for stock recipients.
BlackRock, Inc. reports beneficial ownership of Isabella Bank Corp common stock. BlackRock and certain of its business units beneficially own 467,431 shares of Isabella Bank Corp, representing 6.4% of the outstanding common stock.
BlackRock has sole voting power over 462,787 shares and sole dispositive power over 467,431 shares, with no shared voting or dispositive power. Various underlying clients have rights to dividends or sale proceeds, but no single client holds more than five percent of Isabella Bank’s outstanding common shares.
Isabella Bank Corporation is registering 839,003 shares of common stock on Form S-4 to acquire Grand River Commerce, Inc. in a cash-and-stock merger. A wholly owned Isabella subsidiary will merge into Grand River, then Grand River will merge into Isabella, followed by a bank-level merger.
Grand River shareholders can elect cash or Isabella stock, subject to proration so that 35% of Grand River shares are exchanged for cash and 65% for Isabella stock. The aggregate cash consideration is $18,262,391; the stock pool is 839,003 Isabella shares. Assuming 9,136,529 Grand River shares at closing, the estimated per-share cash consideration is $5.71 and the estimated stock exchange ratio is 0.1413 Isabella shares per Grand River share.
Based on Isabella’s $43.24 share price on June 11, 2026, the implied aggregate merger value was about $54.6 million, and former Grand River holders are expected to own about 9.9% of Isabella post-merger. Closing requires Grand River shareholder approval, multiple regulatory approvals, certain financial thresholds (including $40.0 million minimum adjusted equity and an allowance-for-credit-losses ratio of at least 112%), and tax opinions that the transaction qualifies as a reorganization.
Isabella Bank Corporation reported second quarter 2026 net income of $5.0 million, or $0.69 per diluted share, matching the prior-year quarter, while net income for the first six months rose to $10.0 million, or $1.37 per diluted share. Net interest income increased to $18.1 million, and net interest margin expanded to 3.54% from 3.14% a year earlier, reflecting higher loan yields and lower funding costs. Noninterest income grew to $4.4 million, led by higher service charges, wealth management fees, and earnings on bank-owned life insurance.
On the balance sheet, total assets were $2.2 billion and loans reached $1.6 billion, up $53.3 million since year-end, while deposits were $1.8 billion and the loan-to-deposit ratio rose to 87.83%. Asset quality remained solid but mixed, with nonaccrual loans increasing to $7.8 million and net charge-offs of $384,000, though past-due loans stayed very low. Shareholders’ equity rose to $248.7 million (book value $32.60 per share) aided by an at-the-market stock offering that added $11.7 million of equity. The company also signed a merger agreement with Grand River Commerce, Inc. and was added to the Russell 2000 Index.