QNB Corp. filings document the regulatory record of a Pennsylvania bank holding company and its QNB Bank subsidiary. The company’s Form 8-K reports cover operating results, Regulation FD presentation materials, material agreements, governance matters, capital-structure disclosures, and completed acquisition activity, including a merger in which The Victory Bancorp, Inc. merged into QNB Corp. and The Victory Bank merged into QNB Bank.
Proxy materials for QNB Corp. address annual meeting voting, director elections, governance practices, and compensation disclosures. The filing record also documents common stock matters, shareholder voting mechanics, financial performance releases, and formal material-event disclosures tied to the company’s banking business and public-company obligations.
QNB Corp EVP and Chief Operating Officer Christopher T. Cattie reported option-related stock transactions. On 02/12/2026 he exercised options for 3,375 shares of common stock at $32.50 per share. To cover tax obligations, 2,933 shares were withheld at $37.63 per share. After these transactions, he directly owned 4,102.0165 QNB Corp common shares and continued to hold multiple stock option grants with expirations extending through 2035.
QNB Corp. executive Scott G. Orzehoski, EVP and Chief Lending Officer, reported multiple equity transactions dated January 30, 2026. He exercised rights to buy 3,375 shares of QNB Corp. common stock at $32.50 per share, which increased his holdings before subsequent dispositions.
On the same date, he sold 300 shares of common stock at $38.28 per share and had 2,650 shares disposed of in a transaction priced at $37.75 per share, leaving him with 16,092 shares of common stock held directly. He also continues to hold several outstanding stock option awards on QNB Corp. common stock with exercise prices ranging from $23.40 to $37.26 and expiration dates between 2027 and 2035.
QNB Corp. furnished an update on its recent performance by announcing consolidated financial results for the fourth quarter ended December 31, 2025. The company provided these results through a press release dated January 27, 2026, which is attached as Exhibit 99.1.
The information about these quarterly results is being furnished rather than filed under securities laws, meaning it is not automatically incorporated into other securities filings unless specifically referenced.
QNB Corp. and The Victory Bancorp plan a stock-for-stock merger that will combine their Pennsylvania community banking operations. Victory will merge into QNB, followed by the merger of The Victory Bank into QNB Bank, with QNB and QNB Bank surviving. Each Victory common share is expected to convert into 0.5500 shares of QNB common stock, with cash paid instead of fractional shares. Based on shares outstanding as of December 17, 2025, former Victory shareholders are expected to own about 22.8% of the combined company. Both companies will hold special shareholder meetings on February 19, 2026 to vote on the merger and related adjournment proposals, and each board unanimously recommends voting in favor. The parties expect the transaction to qualify as a tax-free reorganization for most Victory shareholders, and Victory holders have dissenters’ rights under Pennsylvania law, subject to a 10.0% cap condition in the merger agreement.
QNB Corp. has filed an amended Form S‑4 for a stock‑for‑stock merger with The Victory Bancorp, Inc., combining their Pennsylvania community banking franchises. Victory shareholders would receive 0.5500 shares of QNB common stock for each Victory share, with cash paid instead of fractional shares. Based on a QNB price of $35.25 on January 12, 2026, this implied about $19.39 of stock value per Victory share. After closing, former Victory shareholders are expected to own roughly 22.8% of the combined company, using QNB shares outstanding as of December 17, 2025.
Both boards unanimously approved the merger and recommend shareholders vote in favor at special meetings scheduled for February 19, 2026. The transaction is expected to qualify as a tax‑free reorganization under Section 368(a) of the Internal Revenue Code and remains subject to shareholder approvals, banking regulatory approvals and other customary conditions. Victory shareholders have dissenters’ rights under Pennsylvania law, subject to a 10.0% cap on shares exercising those rights.
QNB Corp. director reports stock acquisition under compensation plan
A QNB Corp. (ticker QNBC) director reported acquiring 274 shares of common stock on 01/02/2026 at a price of $34.97 per share. The filing shows the director now beneficially owns 2,341.6445 shares of QNB Corp. common stock following this transaction. The shares were issued under the company’s 2023 Non-Employee Director Compensation Plan, and the total includes 43.9447 shares that were acquired through dividend reinvestment. The transaction was reported as a direct ownership position.
QNB Corp. reported a director-level equity transaction involving its common stock. On 01/02/2026, a director acquired 274 shares of QNB Corp. common stock at a price of $34.97 per share, coded as a purchase. After this transaction, the director beneficially owned 54,857.9356 shares of common stock held directly. The shares were issued under the company’s 2023 Non-Employee Director Compensation Plan, indicating they were part of the director’s compensation rather than an open-market trade.
QNB Corp. director reports small stock acquisition. A QNB Corp. (ticker QNBC) director filed a beneficial ownership report showing the acquisition of 274 shares of common stock on 01/02/2026, coded as a purchase at a price of $34.97 per share. The filing states these shares were issued under the company’s 2023 Non-Employee Director Compensation Plan.
Following this transaction, the reporting person beneficially owns 1,973 shares of QNB Corp. common stock in direct form. No derivative securities were reported as acquired or disposed of in this filing.
QNB Corp. director reports a small stock acquisition. A QNB Corp. (QNBC) director acquired 274 shares of common stock on 01/02/2026, coded as a purchase at a price of $34.97 per share. After this transaction, the director beneficially owned 10,309.8077 shares of QNB Corp. common stock in total.
The filing explains that the shares were issued under the company’s 2023 Non-Employee Director Compensation Plan and that the reported total includes 213.29592 shares acquired through the company’s dividend reinvestment plan. The holdings are reported as directly owned.