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Stock Yards Bancorp, Inc. Chairman & CEO James A. Hillebrand received a grant of 3,637 shares of common stock at $64.46 per share on March 23, 2026. To cover tax obligations, 1,585 shares were disposed of, leaving him with 109,344 shares held directly, plus additional indirect common stock holdings and multiple stock appreciation rights tied to future share delivery.
Stock Yards Bancorp, Inc. Executive Vice President William Dishman received a grant of 807 shares of common stock at $64.46 per share. On the same date, 337 shares were withheld to cover tax obligations, leaving him with 32,064 directly held shares of common stock. He also holds multiple stock appreciation right awards on common stock with exercise prices between $35.90 and $75.21, expiring from 2027 through 2035.
Stock Yards Bancorp proposes issuing up to 1,553,704 shares of its common stock in connection with its merger with Field & Main Bancorp. Under the Agreement and Plan of Merger dated January 27, 2026, holders of Field & Main Bancorp common stock will receive 0.6550 shares of Stock Yards Bancorp common stock per Field & Main share. Based on Stock Yards Bancorp’s closing price of $62.98 on March 19, 2026, the exchange ratio implied approximately $41.25 per Field & Main share. Field & Main shareholders will own approximately 4.90% of the combined company after the merger; Stock Yards shareholders will own approximately 95.10%. The Field & Main special meeting is scheduled for April 29, 2026, and the record date for voting was March 13, 2026. The registration statement forming part of this prospectus covers issuance of up to 1,553,704 shares of Stock Yards Bancorp common stock in connection with the merger.
Stock Yards Bancorp, Inc. calls its 2026 annual meeting for April 23, 2026, at 10:00 a.m. Eastern Time, to be held virtually at www.virtualshareholdermeeting.com/SYBT2026. Shareholders of record at the close of business on February 27, 2026, may vote.
Investors will elect 9 directors, ratify BDO USA, P.C. as independent auditor for 2026, and cast an advisory say‑on‑pay vote on executive compensation. The board recommends voting FOR all three proposals. The proxy details board structure, committee roles, ESG oversight and director compensation.
The filing notes 29,511,958 common shares outstanding as of February 27, 2026, with BlackRock, Inc. and The Vanguard Group, Inc. each beneficially owning 1,925,421 and 1,925,102 shares respectively, or 6.5% of the stock. Directors and executive officers as a group hold 922,328 shares, or 3.1%.
Stock Yards Bancorp is proposing to acquire Field & Main Bancorp through a two-step merger in which holders of Field & Main common stock will receive 0.6550 shares of Stock Yards Bancorp common stock per Field & Main share. The prospectus states Stock Yards Bancorp may issue up to 1,553,704 shares in connection with the merger.
The companies expect the transaction to close in Q2 2026, subject to Field & Main shareholder approval, effectiveness of this Form S-4 registration, and regulatory approvals from the Federal Reserve, FDIC and KDFI. Pro forma ownership is estimated at 95.10% Stock Yards shareholders and 4.90% Field & Main shareholders.
Stock Yards Bancorp outlines its 2025 performance as a $9.54 billion asset community-focused bank holding company centered in Louisville, Kentucky, operating 75 branches across Kentucky, Indiana and Ohio. Business is split between Commercial Banking and a sizable Wealth Management & Trust (WM&T) platform.
Net interest income generated 76% of total revenues in 2025, with non-interest income at 24%; WM&T contributed 44% of non-interest income, underscoring a diversified fee base. The efficiency ratio improved to 53.41% in 2025 from 56.20% in 2024, reflecting tight cost control.
The company remained well-capitalized under Basel III standards and reported goodwill of $194 million, other intangibles of $12 million and deferred tax assets of $45 million at year-end. Market value of non‑affiliate equity was $2.23 billion as of June 30, 2025, with 29,478,930 common shares outstanding on January 30, 2026.
In July 2025 the board authorized a new share repurchase program for up to 1 million shares, replacing an expired plan, and in February 2026 declared a quarterly dividend of $0.32 per share. Key risks discussed include interest rate volatility, credit normalization, liquidity and deposit mix shifts, regulatory tightening above $10 billion in assets, competition, cybersecurity, fraud and rapidly evolving AI and technology demands.
Schutte John reported acquisition or exercise transactions in this Form 4 filing.
Stock Yards Bancorp director John Schutte reported an award of 60 shares of common stock on February 25, 2026 at $66.78 per share. These shares are held indirectly through a Trust Director Deferred Compensation Plan, bringing that indirect position to 8,890 shares. He also reports direct holdings of 1,000 stock appreciation rights and 83,768 shares of common stock as of the same date.
Saunier Edwin S reported acquisition or exercise transactions in this Form 4 filing.
Stock Yards Bancorp director Edwin S. Saunier reported an award of 55 shares of common stock on February 25, 2026 at an indicated price of $66.78 per share. The shares are held indirectly through a Trust - Director Deferred Comp Plan, bringing that indirect position to 5,783 shares. As of the same date, he also reported direct holdings of 6,217 common shares and 1,000 stock appreciation rights.
Stock Yards Bancorp, Inc. director Stephen M. Priebe reported an automatic acquisition of common stock through a directors' deferred compensation plan. On this date, an indirect account associated with him received 108 shares at $66.78 per share, bringing that indirect holding to 34,039 shares. He also reported a separate direct holding of 4,971 shares of common stock.
Hardy David L. reported acquisition or exercise transactions in this Form 4 filing.
Stock Yards Bancorp director David L. Hardy reported an award of 102 shares of Common Stock credited on February 25, 2026. The shares were granted at $66.78 per share into a Trust Directors Deferred Comp Plan, bringing his indirect Common Stock holdings in that plan to 504 shares.
Following this transaction, Hardy also reports direct ownership of 2,838 shares of Common Stock and 1,000 Stock Appreciation Rights, which are shown as existing holdings rather than new purchases or sales.