Dividend and commercial banking transition at Peoples Bancorp (NASDAQ: PEBO)

Rhea-AI Filing Summary

Peoples Bancorp Inc. reported that it released its financial results for the fourth quarter of 2025 and is hosting a conference call and webcast for analysts and investors to discuss the results.

The Board of Directors declared a quarterly dividend of $0.41 per common share, reflecting ongoing cash returns to shareholders. The company also announced a planned leadership transition in commercial banking, as long-time Executive Vice President and Chief Commercial Banking Officer Douglas V. Wyatt intends to retire effective April 3, 2026.

To maintain continuity, the Boards of Peoples and Peoples Bank elected Ron J. Majka as Executive Vice President, Chief Commercial Banking Officer of both entities, with his appointment effective April 4, 2026, the day after Mr. Wyatt’s retirement.

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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): January 20, 2026

PEOPLES BANCORP INC.

(Exact name of Registrant as specified in its charter)

Ohio

000-16772

31-0987416

(State or other jurisdiction

(Commission File

(I.R.S. Employer

of incorporation)

Number)

Identification Number)

138 Putnam Street, PO Box 738

Marietta,

Ohio

45750-0738

(Address of principal executive offices)

(Zip Code)

Registrant's telephone number, including area code: (740) 373-3155

Not applicable

(Former name or former address, if changed since last report)

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:

☐			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
Common shares, without par value			PEBO			The Nasdaq Stock Market

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. ☐

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Item 2.02     Results of Operation and Financial Condition.

On January 20, 2026, Peoples Bancorp Inc. ("Peoples") issued a news release regarding its financial results for the fourth quarter of 2025. A copy of the news release is attached as Exhibit 99.1 to this Current Report on Form 8-K.

Peoples also provided electronic presentation slides that will be used in connection with its conference call to discuss earnings. A copy of the electronic slides is attached as Exhibit 99.2 to this Current Report on Form 8-K.

Conference Call to Discuss Earnings:

Peoples will conduct a facilitated conference call to discuss fourth quarter of 2025 results of operations today at 11:00 a.m., Eastern Daylight Time, with members of Peoples' executive management participating. Analysts, media and individual investors are invited to participate in the conference call by calling (866) 890-9285. A simultaneous webcast of the conference call audio and earnings call presentation will be available online via the “Investor Relations” section of Peoples' website, www.peoplesbancorp.com.  Participants are encouraged to call or sign in at least 15 minutes prior to the scheduled conference call time to ensure participation and, if required, to download and install the necessary software. A replay of the call will be available on Peoples' website in the “Investor Relations” section for one year.

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

On January 15, 2026, Peoples Bancorp Inc. (“Peoples”) received notice that Douglas V. Wyatt intends to retire from his position as Executive Vice President, Chief Commercial Banking Officer, of Peoples effective April 3, 2026. Mr. Wyatt will also be retiring from his position as Executive Vice President, Chief Commercial Banking Officer, of Peoples’ banking subsidiary, Peoples Bank.

Item 8.01     Other Events

Declaration of Dividend:

On January 20, 2026, Peoples issued a news release announcing that the Board of Directors declared a quarterly dividend of $0.41 per common share on January 19, 2026. A copy of the news release is included as Exhibit 99.3 to this Current Report on Form 8-K.

Officer Election:

On January 16, 2026, Peoples Bancorp Inc. (“Peoples”) issued a news release announcing that the Boards of Directors of Peoples and its banking subsidiary, Peoples Bank, elected Ron J. Majka to the position of Executive Vice President, Chief Commercial Banking Officer, of Peoples and Peoples Bank. Mr. Majka will assume these offices effective April 4, 2026. A copy of the news release issued by Peoples is filed with this Current Report on Form 8-K as Exhibit 99.4 and incorporated herein by reference.

Mr. Majka will succeed Douglas V. Wyatt, who has served as Executive Vice President, Chief Commercial Banking Officer, of Peoples and Peoples Bank since 2017. On January 15, 2026, Peoples received notice that Mr. Wyatt intends to retire effective April 3, 2026.

Item 9.01     Financial Statements and Exhibits

a) Financial statements of businesses acquired

No response required.

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b) Pro forma financial information

No response required.

c) Exhibits

See Index to Exhibits on Page 3.

SIGNATURES

Pursuant to the requirements 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.

PEOPLES BANCORP INC.

Date:

January 20, 2026

By:/s/

KATIE BAILEY

Katie Bailey

Executive Vice President, Chief Financial Officer and Treasurer

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INDEX TO EXHIBITS

Exhibit Number						Description
99.1						News Release issued by Peoples Bancorp Inc. on January 20, 2026
99.2						Presentation slides furnished by Peoples Bancorp Inc. on January 20, 2026
99.3						News Release issued by Peoples Bancorp Inc. on January 20, 2026
99.4						News Release issued by Peoples Bancorp Inc. on January 16, 2026
104						Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document)

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FAQ

What did Peoples Bancorp Inc. (PEBO) announce about its latest financial results?

Peoples Bancorp Inc. issued a news release with its financial results for the fourth quarter of 2025 and scheduled a conference call and webcast for investors to review those results.

When is the Peoples Bancorp (PEBO) earnings conference call and how can investors join?

The earnings conference call for fourth quarter 2025 results is scheduled for 11:00 a.m. Eastern Daylight Time on January 20, 2026. Participants can join by calling (866) 890-9285 or via a simultaneous webcast in the Investor Relations section of the company’s website.

What dividend did Peoples Bancorp Inc. (PEBO) declare in this 8-K?

The Board of Directors declared a quarterly dividend of $0.41 per common share on January 19, 2026, as disclosed in the news release referenced in the report.

Which executive is retiring from Peoples Bancorp Inc. (PEBO) and when?

Douglas V. Wyatt, Executive Vice President and Chief Commercial Banking Officer of Peoples and its banking subsidiary Peoples Bank, notified the company that he intends to retire effective April 3, 2026.

Who will replace Douglas V. Wyatt as Chief Commercial Banking Officer at Peoples Bancorp (PEBO)?

Ron J. Majka has been elected Executive Vice President, Chief Commercial Banking Officer of Peoples and Peoples Bank. He will assume these roles effective April 4, 2026.

How long will the Peoples Bancorp (PEBO) earnings call replay be available?

A replay of the conference call will be available for one year on the Investor Relations section of Peoples Bancorp’s website.

What exhibits are attached to this Peoples Bancorp (PEBO) 8-K?

The report includes as exhibits: a news release with fourth quarter 2025 results (Exhibit 99.1), presentation slides for the earnings call (Exhibit 99.2), a dividend news release (Exhibit 99.3), an officer election news release (Exhibit 99.4), and the cover page interactive data file (Exhibit 104).