Every 8-K that TRI COUNTY FINCL GRP CORP (TYFG) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow TYFG and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full TYFG filings page.
Tri-County Financial Group, Inc. entered into an Agreement and Plan of Merger with HBT Financial, Inc. under which Tri-County will merge with and into HBT in a cash-and-stock transaction valued at approximately $204.6 million, based on HBT’s August 7, 2026 closing price.
Each Tri-County share will be converted into the right to receive 2.4589 HBT shares, $71.01 in cash, or a mix of cash and stock, subject to adjustment and proration, with cash paid in lieu of fractional shares. Based on current Tri-County shares and options, stockholders are expected to receive about $59.9 million in cash and 3.8 million HBT shares, and will own roughly 9% of HBT after closing.
The merger involves a two-step holding-company combination followed by the merger of First State Bank into Heartland Bank and Trust Company. Boards of both companies approved the deal, and Tri-County insiders holding about 28% of shares have agreed to vote in favor. Closing is targeted for the first quarter of 2027, subject to Tri-County stockholder approval, regulatory approvals, and effectiveness of an HBT Form S-4. The agreement includes customary covenants, non-solicitation provisions, appointment of Tri-County director Thomas K. Prescott to HBT and Heartland Bank boards, and a $7.25 million termination fee payable by Tri-County under specified circumstances.
Tri-County Financial Group, Inc. reported that director Matthew Faber informed the company on June 9, 2026 of his intent to resign from the Board of Directors, effective June 11, 2026. The company states that his resignation was not due to any disagreement regarding its operations, policies or practices.
Tri-County Financial Group, Inc. held its Annual Meeting of shareholders, with voting based on a record date of March 6, 2026, when 2,376,998 common shares were outstanding. Shareholders representing 1,788,476 shares, or about 75.2% of outstanding shares, were present in person or by proxy, establishing a quorum.
Two directors, Goodwin W. Toraason and Kathleen Stevenson, were elected to three-year terms. Toraason received 1,574,265 votes for and 214,211 withheld, while Stevenson received 1,572,453 votes for and 216,023 withheld. No votes were cast against either nominee.
Tri-County Financial Group, Inc. reported updated employment agreements for its top executives. Following the previously announced appointment of Kirk Ross as President and Chief Executive Officer after Timothy McConville’s retirement, the company and its bank subsidiary entered into an Amended and Restated Employment Agreement with Mr. Ross effective January 1, 2026. He will serve as President and Chief Executive Officer of both the company and First State Bank with an automatically renewing two-year term, an annual base salary subject to review, and eligibility for a discretionary performance bonus and standard benefit plans. If his employment is terminated without cause or for good reason, he is entitled to a lump sum severance equal to 200% of his base salary, subject to a release of claims and a 280G cutback.
The bank also entered into an Amended and Restated Employment Agreement with Lana Eddy, who will continue as Chief Financial Officer and Cashier of First State Bank on a similar two-year, automatically renewing basis. Her agreement includes an annual base salary subject to review, eligibility for a discretionary bonus and participation in benefit plans. If her employment is terminated without cause or for good reason, she is entitled to a lump sum payment equal to 100% of her base salary, also subject to a release of claims and a 280G cutback.
Tri-County Financial Group, Inc. (TYFG) announced a leadership change. On October 28, 2025, Timothy McConville resigned as President and CEO of the Company and as a director of the Company and First State Bank. The Company stated his resignation was not due to any disagreement regarding operations, policies, or practices.
On October 30, 2025, Kirk Ross, already President and CEO of First State Bank, was appointed President and CEO of the Company. Ross has been with the Bank since 1994, with a background in commercial lending, and previously served as Executive Vice President before becoming Bank CEO and President in 2024. The Company disclosed no changes to Ross’s compensation or benefits in connection with these appointments.
Tri-County Financial Group, Inc. furnished an 8-K announcing that it issued a press release with financial results for the quarter ended September 30, 2025. The press release is attached as Exhibit 99.1 and incorporated by reference. The information under Item 2.02 and Exhibit 99.1 is being furnished and, except as required by law, is not deemed filed for purposes of Section 18 of the Exchange Act.