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Red Flags Detected

  • Material Weakness (new) — HBI has disclosed material weaknesses in internal controls over financial reporting to its auditors and audit committee, which could affect the reliability of financial reporting.
NASDAQ: HWBK HAWTHORN BANCSHARES, INC. 424B3

Hawthorn Bancshares to acquire FSC Bancshares for $28M ($14M cash, $14M in HBI stock)

Filed July 22, 2026 · ~2 min read

Key Changes

  • high

    Hawthorn Bancshares (HBI) will acquire FSC Bancshares (FBI) for $28 million total consideration: $14 million in cash and $14 million in HBI common stock (413,101 shares). FBI shareholders will own approximately 5.6% of the combined company post-merger.

  • medium

    FBI reported Q1 2026 net income of $0.9 million, up 22% year-over-year from $0.7 million. Net interest margin expanded to 3.84% from 3.67%, while total deposits declined $9.8 million to $342.3 million.

    Management's Discussion and Analysis verify on EDGAR →
  • high

    HBI notes it has identified material weaknesses in internal controls over financial reporting in the past and may do so again to its auditors and audit committee. The filing states the disclosure exactly at this scope with no duration specified.

2 more material changes behind this preview — plus the full narrative summary, section-by-section diffs against the prior filing, and verbatim quotes with EDGAR citations.

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Source-verified from EDGAR · Narrative written by AI · Jul 23, 2026 · How we verify