Hawthorn Bancshares S-4/A Sets September 1 Vote on FSC Bancshares Merger, Updates Financials
HWBK sits 39% above its 52-week low of $28.1.
Summary
Hawthorn Bancshares filed an amended S-4 for its acquisition of FSC Bancshares, scheduling the FBI shareholder vote for September 1, 2026, and confirming all regulatory approvals have been received.
Key Events · M&A and Partnerships · HWBK
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FBI Shareholder Vote Set for September 1
The special meeting of FSC Bancshares shareholders to approve the merger will be held on September 1, 2026, with a record date of July 16, 2026. As of the record date, 189,296 shares of FBI common stock were outstanding.
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All Regulatory Approvals Received
The filing confirms that all required regulatory approvals from the Federal Reserve, FDIC, and Missouri Division of Finance have been obtained, satisfying a key closing condition.
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Updated FBI Financials Included
The amendment includes FBI's unaudited financial statements for the three months ended March 31, 2026, showing net income of $892K, total assets of $383.8M, and total equity of $22.4M.
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Merger Consideration Details Unchanged
The merger consideration remains $14M in cash and 413,101 shares of HBI common stock, subject to adjustment based on FBI's tangible equity at closing. At HBI's current price of $39.14, the stock portion is valued at approximately $16.2M, bringing total deal value to roughly $30.2M.
Analysis · HWBK · Finance
This amended S-4 advances the acquisition of FSC Bancshares toward completion. It sets the FBI shareholder vote for September 1, 2026, and provides updated FBI financials showing $892K net income in Q1 2026. All regulatory approvals are now in hand, removing a key closing risk. The deal remains on track to close in Q3 2026, adding scale in northern Missouri.
How filings like this one have moved
In the 30 days to Sep 14, 2026, 29.9% of the 1591 measured filings Wiseek scored 7 moved their stock by 5% or more by the next session's close. The median move was -0.24%. These are measured outcomes after filings of this importance, not a forecast for this one.
Measured one observation per ticker per day, after exclusions. Current figures: Filing Impact Tracker · open dataset
At the time of this filing, HWBK was trading at $39.14 on NASDAQ in the Finance sector, with a market capitalization of approximately $269.9M. The 52-week trading range was $28.10 to $40.36. This filing was assessed with neutral market sentiment and an importance score of 7 out of 10.