UMB Financial (UMBFP) plans Sept. 17, 2025 redemption of 3.70% notes

Rhea-AI Filing Summary

UMB Financial Corporation reported that it will redeem all of its outstanding 3.70% Fixed-to-Fixed Rate Subordinated Notes due 2030 on September 17, 2025. Holders will receive 100% of the principal amount of the notes being redeemed, plus any accrued and unpaid interest up to, but excluding, the redemption date.

The redemption will be processed through The Depository Trust Company, and noteholders will receive formal notice with details and instructions in line with the governing indenture. The company emphasized that this communication is not an offer to sell or solicit purchases of any securities.

8-K Event Classification

2 items: 7.01, 9.01

2 items

Item 7.01 Regulation FD Disclosure Disclosure

Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Understanding 8-K Material Events →

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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): August 27, 2025

UMB FINANCIAL CORPORATION

(Exact name of registrant as specified in its charter)

Commission File Number: 001-38481

Missouri		43-0903811
(State or other jurisdiction of		(IRS Employer
incorporation)		Identification No.)

1010 Grand Blvd., Kansas City, MO 64106

(Address of principal executive offices, including zip code)

(816) 860-7000

(Registrant’s telephone number, including area code)

(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 13c-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 Stock, $1.00 Par Value	UMBF	The NASDAQ Global Select Market
Depositary Shares, each representing a 1/400th interest in a share of 7.750% Fixed-Rate Reset Non-Cumulative Perpetual Preferred Stock, Series B	UMBFO	The NASDAQ Global Select 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. ☐

Item 7.01 Regulation FD Disclosure.

On August 27, 2025, UMB Financial Corporation (the “Company”) announced the redemption on September 17, 2025, of all of its outstanding 3.70% Fixed-to-Fixed Rate Subordinated Notes due 2030 (CUSIP 902788 AA6) (the “Notes”). The redemption price for the Notes will be equal to 100% of principal amount of the Notes redeemed, plus any accrued and unpaid interest to, but excluding, the redemption date of September 17, 2025.

In accordance with the indenture governing the Notes, the holders of the Notes will receive notice of the redemption, the redemption price and further instructions and details related to the process of such redemption. Payment of the redemption price for the Notes will be made through the facilities of The Depository Trust Company.

This Current Report on Form 8-K does not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any offer, solicitation or sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

Item 9.01 Financial Statements and Exhibits.

104 The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.

CAUTIONARY NOTE REGARDING FORWARD LOOKING STATEMENTS

This report contains, and our other communications may contain, forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements can be identified by the fact that they do not relate strictly to historical or current facts. Forward-looking statements often use words such as “believe,” “expect,” “anticipate,” “intend,” “estimate,” “project,” “outlook,” “forecast,” “target,” “trend,” “plan,” “goal,” or other words of comparable meaning or future-tense or conditional verbs such as “may,” “will,” “should,” “would,” or “could.” Forward-looking statements convey our expectations, intentions, or forecasts about future events, circumstances, results, or aspirations. All forward-looking statements are subject to assumptions, risks, and uncertainties, which may change over time and many of which are beyond our control. You should not rely on any forward-looking statement as a prediction or guarantee about the future. Our actual future objectives, strategies, plans, prospects, performance, condition, or results may differ materially from those set forth in any forward-looking statement. Some of the factors that may cause actual results or other future events, circumstances, or aspirations to differ from those in forward-looking statements are described in our Annual Report on Form 10-K for the year ended December 31, 2024, our subsequent Quarterly Reports on Form 10-Q or Current Reports on Form 8-K, or other applicable documents that are filed or furnished with the U.S. Securities and Exchange Commission (SEC). In addition to such factors that have been disclosed previously: macroeconomic and adverse developments and uncertainties related to the collateral effects of the collapse of, and challenges for, domestic and international banks, including the impacts to the U.S. and global economies; sustained levels of high inflation and the potential for an economic recession on the heels of aggressive quantitative tightening by the Federal Reserve; and impacts related to or resulting from instability in the Middle East and Russia’s military action in Ukraine, such as the broader impacts to financial markets and the global macroeconomic and geopolitical environments, may also cause actual results or other future events, circumstances, or aspirations to differ from our forward-looking statements. Any forward-looking statement made by us or on our behalf speaks only as of the date that it was made. We do not undertake to update any forward-looking statement to reflect the impact of events, circumstances, or results that arise after the date that the statement was made, except to the extent required by applicable securities laws. You, however, should consult further disclosures (including disclosures of a forward-looking nature) that we may make in any subsequent Annual Report on Form 10-K, Quarterly Report on Form 10-Q, Current Report on Form 8-K, or other applicable document that is filed or furnished with the SEC.

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.

UMB FINANCIAL CORPORATION
By:	/s/ Ram Shankar
	Ram Shankar Chief Financial Officer

Date: August 27, 2025

FAQ

What did UMBFP (UMB Financial Corporation) disclose in this 8-K?

UMB Financial Corporation announced it will redeem all outstanding 3.70% Fixed-to-Fixed Rate Subordinated Notes due 2030 on September 17, 2025. Holders will receive full principal plus accrued and unpaid interest up to, but excluding, the redemption date, in line with the governing indenture.

When will UMBFP redeem its 3.70% subordinated notes?

UMB Financial Corporation set September 17, 2025 as the redemption date for its 3.70% Fixed-to-Fixed Rate Subordinated Notes due 2030. Interest will accrue and be paid up to, but excluding, that date, with payments processed through The Depository Trust Company to eligible holders.

How will the redemption price for UMBFP’s subordinated notes be calculated?

The redemption price will equal 100% of the principal amount of each note redeemed, plus any accrued and unpaid interest to, but excluding, September 17, 2025. This structure follows the terms of the indenture governing the 3.70% Fixed-to-Fixed Rate Subordinated Notes due 2030.

How will UMBFP noteholders receive payment for the redeemed notes?

Payment of the redemption price will be made through the facilities of The Depository Trust Company. Noteholders will receive a formal redemption notice describing the redemption price, key dates, and additional instructions and procedural details for completing the redemption process.

Does UMBFP’s redemption announcement constitute an offer to sell securities?

No. UMB Financial Corporation stated that the redemption communication does not constitute an offer to sell or a solicitation of an offer to buy securities. It also noted that no such offer or sale will occur where it would be unlawful under applicable securities laws.

What forward-looking statement guidance did UMBFP provide in this report?

The company included a cautionary note that forward-looking statements involve assumptions, risks, and uncertainties. It directed readers to its Form 10-K for the year ended December 31, 2024 and subsequent Form 10-Q filings for additional risk factors and related forward-looking information.